Crest Ventures Limited has officially issued the notice for its 44th Annual General Meeting (AGM), scheduled to be held on Saturday, August 22, 2026, at 11:00 a.m. IST through Video Conferencing (VC) or Other Audio-Visual Means (OAVM). The company simultaneously released its Annual Report for FY26, which highlights a consolidated balance sheet growth of 35% to ₹1,925 crores and a final dividend recommendation of ₹1 per equity share. This update serves as a critical compliance measure under SEBI Listing Regulations, ensuring all shareholders, particularly those without registered email addresses, are aware of how to access meeting materials and exercise their voting rights.

AGM Logistics and Shareholder Communication

Pursuant to Regulation 30 read with Regulation 36(1)(b) of the SEBI Listing Regulations, Crest Ventures Limited dispatched physical letters to members whose email addresses are not registered with the company, its Registrar and Share Transfer Agent (RTA), Depository Participants (DPs), or the Depositories. These letters provide the web-link and exact path to access the AGM notice and the Annual Report for FY26 on the company’s website.

For shareholders who have registered email addresses, the notice and annual report were sent electronically in accordance with Regulation 36(1). The key dates for the AGM are as follows:

Financial Highlights and Dividend

The Board of Directors, at its meeting held on May 22, 2026, recommended a final dividend of ₹1 per fully paid-up equity share on 28,449,775 equity shares of ₹10 each for FY26. Payment is expected on or after August 22, 2026, subject to shareholder approval. The company’s standalone revenue from operations stood at ₹11,653.20 lakhs in FY26, down from ₹16,410.31 lakhs in FY25, while consolidated revenue was ₹15,914.16 lakhs compared to ₹20,428.60 lakhs previously. Despite the revenue decline, attributed to fair value adjustments in the investment portfolio, cash and cash equivalents more than doubled to ₹129 crores.

Shareholder Compliance and Record Updates

In compliance with SEBI Circular SEBI/ HO/38/13/11(2)2026-MIRSD-POD/I/3750/2026 dated January 30, 2026, the company reminded investors of a one-year special window from February 05, 2026, to February 04, 2027. This window allows eligible members to re-lodge physical share transfer deeds originally submitted before April 01, 2019, but rejected due to deficiencies. Members holding shares in physical mode are urged to register or update their email addresses, communication addresses, bank details, and nomination details by contacting the RTA at investor.helpdesk@in.mpms.mufg.com . Demat holders should coordinate with their respective DPs to ensure accurate records for future communications.

Corporate Governance and Ratings

The AGM agenda includes the adoption of audited financial statements for FY26, declaration of the final dividend, re-appointment of Ms. Sheetal Kapadia as Director, and approval of material related party transactions. CARE Ratings Limited reaffirmed the company’s issuer rating as CARE BBB with a stable outlook. The company’s total Capital Adequacy Ratio stood at 64.40% as of March 31, 2026, significantly above the regulatory minimum of 15%. The Board has also approved a Scheme of Arrangement for the demerger of the Financial Services Business into Crest Capital and Investment Limited, pending requisite approvals.

Crest Ventures Limited has secured necessary regulatory clearances from stock exchanges to proceed with its proposed scheme of arrangement involving Crest Capital and Investment Limited. The company received an observation letter with "no objection" from the National Stock Exchange of India Limited (NSE) and an observation letter with "no adverse observations" from BSE Limited on July 20, 2026. These communications allow Crest Ventures to file the scheme with the National Company Law Tribunal (NCLT) upon fulfilling stipulated conditions.

The scheme involves the demerger of Crest Ventures, designated as the Demerged Company, and Crest Capital and Investment Limited, designated as the Resulting Company. The exchanges' approvals are subject to several conditions, primarily centered on transparency and compliance with the Securities and Exchange Board of India (SEBI) regulations. Crest Ventures must disclose all details of ongoing adjudication, recovery proceedings, and enforcement actions against itself, its promoters, or directors before the NCLT and shareholders.

Regulatory Conditions and Disclosures

The observation letters mandate comprehensive disclosures in the explanatory statement sent to shareholders. This includes a brief explanation of the scheme, the rationale for the demerger, synergies, and a cost-benefit analysis. Additionally, the company must provide details of the Registered Valuer and the Merchant Banker issuing the fairness opinion, along with the summary of methods used to arrive at the share swap ratio. Financial data, including revenue, profit after tax (PAT), and EBITDA for the last three years, must also be disclosed.

Listing Conditions for Crest Capital

The listing of equity shares of Crest Capital and Investment Limited is contingent upon SEBI granting relaxation under Rule 19(2)(b) of the Securities Contract (Regulation) Rules, 1957. The company must submit an Information Memorandum containing all details about Crest Capital and Investment Limited to the exchanges and publish an advertisement in newspapers referencing this memorandum. The shares allotted pursuant to the scheme will remain frozen in the depository system until listing or trading permission is granted by the designated stock exchange.

Validity and Next Steps

The validity of the observation letters is six months from the date of the letter, within which the scheme must be submitted to the NCLT. The exchanges reserve the right to withdraw their observations if any information submitted is found to be incomplete, incorrect, or misleading. Crest Ventures must also ensure that the financials used in the scheme, including those for the valuation report, are not more than six months old.