Avon Mercantile Ltd

Dematerialisation actions

• Securities received for dematerialisation listed on the exchanges.
• Physical certificates were mutilated and cancelled after verification.
• Depository name substituted as registered owner in records within the prescribed timeline.

Avon Mercantile Limited trading window closed from October 1, 2026 until 48 hours after the unaudited quarterly and half-yearly results for the period ended September 30, 2026

AGM details and resolutions

• AGM held on 29 September 2026 at 1:00 PM via VC/OAVM.
• Quorum present; meeting chaired by independent director.
• NSDL appointed as e-voting agency; Mr. Dinkar Sharma, PCS, Scrutinizer.
• Remote e-voting ran 26–28 September 2026; facility at meeting.
• Ordinary Business: adopt Audited Financial Statements for year ended 31 March 2026.
• Ordinary Business: re-appoint Gurvinder Pal Singh as director by rotation.
• No other items on the agenda.
• Voting results to be disseminated to exchange and NSDL and posted on company site.
• Meeting concluded at 1:29 PM.

Financial performance

• Revenue from operations NIL; interest income ₹484.21 Lakhs; total income ₹485.62 Lakhs.
• Profit before tax ₹91.62 Lakhs; tax NIL; profit after tax ₹91.62 Lakhs.
• Earnings per share – Basic ₹1.23; Diluted ₹1.23.
• Finance costs ₹337.49 Lakhs; employee benefits ₹26.49 Lakhs.
• Depreciation ₹1.10 Lakhs; other expenses ₹28.92 Lakhs.

Debt & liquidity

• Borrowings ₹359,975.47 thousand; cash and cash equivalents ₹1,075.41 thousand.
• Net debt ₹393,710.94 thousand; gearing 84.04%.
• No public deposits; NBFC-ND-ICC classification applicable.
• Delisting from Calcutta Stock Exchange completed; listing on BSE continues.
• Liquidity managed via cash reserves and operating cash flows.

Capital structure & shareholding

• Paid-up equity capital ₹74,773.90 thousand; Authorized ₹75,000 thousand.
• Top promoters: Smart Bharat Pvt Ltd (19.67%), Oasis Cineplex Pvt Ltd (6.54%), LCC Infotech Ltd (6.61%).
• Promoter group stake totaling 26.21% as at 31-03-2026.
• Dividend: Board did not recommend any dividend for FY2025-26.

Governance & leadership

• Board strength 3; Independent Directors: Himani Aneja and Siddheshwar Kumar Upadhyay.
• Key managerial changes: Ajay Singh (CFO) resigned 31-07-2025; Gaurav Aggarwal became CFO 30-10-2025.
• Disha Soni (CS) resigned 16-09-2025; Himanshi Dhakad appointed 30-10-2025; Nikita Sehrawat appointed 22-01-2026.
• Independent Directors met privately on 22-01-2026.
• Audit Committee comprises 3 members; Chair and Members appointed per policy.

Audit & internal controls

• Statutory auditors: Gupta Garg & Agrawal; appointment till 2027; no qualifications.
• Internal controls adequate; Garg Gagan & Associates appointed Internal Auditors for 2026-27.
• Secretarial audit: MR-3; non-disqualification certificate obtained.

Outlook & risk

• Looking ahead: company seeks multi-product expansion to mitigate concentration risk.
• Risks include concentration, credit, interest-rate, liquidity, and regulatory changes.
• Outlook: continued focus on inter-corporate deposits and prudent deployment of surplus funds.

Other disclosures & compliance

• Vigil mechanism adopted; whistleblower policy on the company's website.
• Code of Conduct affirmed by all Directors and senior management.
• Corporate Governance Report not applicable due to small size; non-applicability certificate filed.

AGM Details

• AGM scheduled for 29 September 2026 at 1:00 PM (IST).
• Mode: Video Conference / Other Audio Visual Means (VC/OAVM).
• Remote e-voting cut-off: 22 September 2026; voting period 26–28 September 2026.

Key Resolutions

• Adoption of Audited Financial Statements for year ended 31 March 2026 (Ordinary).
• Re-appointment of Gurvinder Pal Singh as Director, retires by rotation.

Director Changes

• Gurvinder Pal Singh to be re-appointed as Director (DIN 05207077).

Financial highlights

• Standalone unaudited results for quarter ended 30 June 2026.
• Interest income: Rs 12,043 Lakhs.
• PBT: Rs 26.10 Lakhs; PAT Rs 26.10 Lakhs.
• EPS Basic/Diluted: Rs 0.35.

Balance sheet snapshot

• Total assets: Rs 4,401.19 Lakhs (~Rs 44.01 Cr) as at 30 Jun 2026.
• Borrowings: Rs 3,422.75 Lakhs; total equity Rs 630.10 Lakhs.
• Share capital: Rs 747.74 Lakhs; other equity: Rs -117.64 Lakhs.

Cash flow snapshot

• Net cash from operations: Rs -7.98 Lakhs.
• Net cash from investing activities: Rs -0.50 Lakhs.
• Cash and cash equivalents end of quarter: Rs 2.77 Lakhs.

Auditor’s stance

• Limited Review Report: unmodified opinion dated 14 Aug 2026.
• Board meeting date: 14 Aug 2026.

Financial results

• Unaudited quarterly results for quarter ended 30 June 2026 approved; Limited Review Report attached (Annexure-A).

AGM details

• 41st AGM to be held on 29 September 2026 at 01:00 PM.
• Cut-off date for voting: 22 September 2026.
• Remote e-voting window: 26-28 September 2026.

Governance appointments

• Dinkar Sharma (FCS) appointed Scrutinizer for AGM E-voting; effective 14 Aug 2026.
• Gagan Garg of Garg Gagan & Associates appointed Internal Auditor for FY2026-27; effective 14 Aug 2026.
• Directors' Report for FY2025-2026 approved.
• Ms Himanshi Dhakad authorized to issue AGM Notice.