Pursuant to Regulation 30 read with Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please be informed that the Board of Directors, at its meeting ....
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GDL Leasing & Finance's board, at its Nov 11, 2025 meeting, approved standalone unaudited results for Q2/H1 FY26 ended Sept 30, 2025, reporting H1 total income of ₹183.27 lakh (vs ₹68.87 lakh in H1 FY25) and H1 net profit of ₹81.75 lakh (vs ₹31.84 lakh YoY), with H1 PAT more than doubling year-on-year. The board accepted the resignations of CFO Mr. Ashish Jain and Independent Director Mr. Rajender Agarwal (due to personal reasons), appointing Mr. Atul Jain as the new CFO and M/s. Akash & Co. in place of the resigned secretarial auditor M/s. C. Gaur & Associates. The board also approved increasing authorised share capital from ₹5.50 cr to ₹10 cr, and a preferential issue of up to 49.50 lakh convertible warrants at ₹11.20 each (~₹5.54 cr aggregate) to promoter and non-promoter allottees including promoter Prem Kumar Jain and related entities. Additionally, the company will acquire 100% of Karma Fiintech Pvt Ltd for ₹25 lakh (a related-party transaction, making it a wholly-owned subsidiary) and ≥51% of Accredit Marketplace Pvt Ltd for ₹5,100 for a strategic foray into financial consultancy, subject to shareholder and other approvals.
Strong H1 profit growth (PAT up ~2.5x YoY) is positive, but simultaneous exits of the CFO and an independent director raise governance questions, while a related-party acquisition and a promoter-favoured preferential warrant issue at a near-face-value price may dilute existing shareholders by nearly 50% on a fully diluted basis, warranting close scrutiny at the upcoming EGM.