Amrapali Capital and Finance Services Ltd

Dematerialisation status

• No dematerialisation/rematerialisation requests were received during the reporting period.
• The securities in the certificates have been listed on the stock exchanges.
• The certificates were mutilated and cancelled, with the depository substituted as registered owner.
• No physical certificates were received for dematerialisation during the reporting period.

AGM Details

• Date and time: 29 September 2026 at 14:30 IST.
• Venue: Amrapali House, Opp Monte Cresto, near Taj Hotel, Bopal, Ahmedabad.
• Mode: Physical meeting with NSDL remote e-voting facility.
• Scrutinizer: M/s Vivek J. Vakharia & Associates.
• Remote e-voting window: 26–28 Sep 2026.
• Notice circulated to Members taken as read.
• Statutory and Secretarial auditors reported no observations.
• Chairman discussed the year’s financial performance.
• Business items were taken up as per Notice.
• Remote E-Voting module was disabled by NSDL during the meeting.

Amrapali Capital and Finance Services Ltd — Closure of Trading Window

Financial performance

• Revenue from operations: ₹826,959.98 Lakhs in 2025-26, up from ₹4,420.47.
• Total income: ₹827,606.22 Lakhs; prior year ₹4,824.03.
• Net profit after tax: ₹485.81 Lakhs in 2025-26.
• Earnings per share: Basic and diluted ₹4.97.
• Dividend for 2025-26: not declared.
• Profit before tax: ₹529.24 Lakhs; tax expense ₹43.43.

Capital structure & liquidity

• Authorized share capital: ₹10 Crore; issued and paid-up: ₹9.7786 Crore.
• Short-term borrowings: ₹3,074 Lakhs from others.
• Cash and cash equivalents: ₹741.90 Lakhs at year-end.
• Current liabilities include ₹3,074 Lakhs borrowings and ₹1,798.24 Lakhs other current liabilities.
• Total liabilities and equity: ₹14,200.07 Lakhs.

Governance & leadership

• Board met six times during 2025-26.
• Company Secretary Harimohan Namdev resigned; Priya Kshtriya appointed 12-Aug-2026.
• Independent Director Ms. Bhumiben Patel reappointed for five-year term.
• CMD Alkesh Patel proposed for reappointment for three years from 01-Mar-2026.
• No change in board constitution during FY2025-26.

Audit & internal controls

• Statutory auditor: M/s B.B. Gusani & Associates; Secretarial auditor: Bhumika Ranpura.
• Auditors’ report: no qualification; no fraud reported.
• Internal control is adequate and operating effectively.
• Secretarial Audit Annexure A; compliance with Secretarial Standards SS-1/SS-2.
• Internal audit function provides independent assessment; audit committee reviews observations.

Risk management

• Risk policy adopted; systematic approach to risk identification, evaluation, monitoring.
• Key risks: market, regulatory, operational, cybersecurity, liquidity, and reputation.
• Industry disruption from regulatory changes and price competition noted as threats.
• Cybersecurity and data privacy emphasized; ongoing controls and monitoring.
• Liquidity risk managed via margin controls and counterparties monitoring.

Management discussion & outlook

• Global growth moderation; domestic financial-services sector supported by consumption and investment.
• Industry shift to digital platforms and retail participation rising.
• Opportunities: cross-selling, Tier II/III expansion, mutual funds, and AI-enabled services.
• Regulatory focus on investor protection, governance, cybersecurity, and transparency.
• Annexure-C contains the detailed MD&A; outlook remains cautiously constructive.

Related party transactions & disclosures

• Related party transactions disclosed; at arm's length with approvals obtained.
• Promoter and KMP relationships disclosed; some loans and remuneration disclosed in notes.
• Group entities Amrapali Fincap Limited and Amrapali Industries Limited noted as associates.

AGM Details

• Date and time: 29 September 2026, 2:30 PM.
• Mode: Physical AGM at Amrapali House, Ahmedabad, Gujarat.
• Remote e-voting facility will be available.

Ordinary Business

• Adopt Audited financial statements, Board’s report, and Auditor’s report for year ended 31 March 2026.
• Re-appoint Mr. Alkesh Dashrathlal Patel as Director on rotation.

Special Business

• Re-appoint Alkesh Patel as Chairman and MD for 3 years, up to 5% of net profit.
• In case of inadequate/no profit, remuneration may be adjusted per Schedule V with approval.
• Re-appoint Ms. Bhumiben Patel as Independent Director for second five-year term.

Chairman & MD re-appointment

• Re-appointment of Alkesh Patel as Chairman and MD for a 3-year term from 01 March 2026.
• Profile: 43 years' experience in legal/government sectors; strong knowledge of stock-exchange rules.
• Relationships with other directors: Not Applicable.
• Debarred: Not debarred by SEBI or statutory authorities.

Independent Director re-appointment

• Re-appointment of Ms. Bhumiben Patel as Independent Director for a second 5-year term from 01 March 2026.
• Term: 5 years, commencing 01 March 2026.
• Profile: more than 11 years in accounting and finance.
• Relationships with other directors: Not Applicable.
• Debarred: Not debarred from director duties.

Materiality designation update

• Resignation of Harimohan Namdev as CS and CO effective 11 August 2026.
• Priya Kshtriya appointed CS and CO, effective 12 August 2026.
• Designated materiality officers: Alkesh Patel (MD), Baldevbhai Patel (Director & CFO), Priya Kshtriya (CS & CO).

Key governance changes

• Harimohan Namdev resigns as Company Secretary and Compliance Officer, effective 11 August 2026.
• Priya Kshtriya appointed Company Secretary and Compliance Officer, effective 12 August 2026.
• Ms. Priya Kshtriya is 33 years old with about 10 years’ post-membership experience.
• Resignation cited as due to personal reasons.

Dematerialisation status

• Securities in the certificates have been listed on the stock exchanges.
• Certificates were mutilated and cancelled after verification, and the depository's name substituted as registered owner.
• No physical certificates were received for demat during the quarter.