Fusion Finance has received approval from the National Stock Exchange of India (NSE) and BSE to reclassify 21 entities from the promoter and promoter group categories to public shareholders, a move affecting 1.77% of its total shareholding. The exchanges granted the no-objection on July 03, 2026, following an application submitted on March 02, 2026, under Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This transition alters the ownership structure while remaining promoter entities, including Honey Rose Investments Ltd, Creation Investments Fusion LLC, and Creation Investments Fusion II LLC, will continue to hold the majority stake in the company.

The reclassification encompasses 28,67,019 shares held as of June 30, 2026. Key individuals transitioning include Mr. Devesh Sachdev, who moves from the promoter category with 21,56,519 shares (1.33%), and Mr. Udyan Sachdev and Mr. Eshaan Sachdev, each holding 3,00,000 shares (0.185%). Several entities, such as M/s. Devesh Sachdev Family Trust and various members of the Nagpal family, are also moving to the public category, though some hold no shares as of the specified date.

Shareholding Details

The following table details the entities approved for reclassification and their shareholding as of June 30, 2026:

Regulatory and Shareholder Approvals

The company must now obtain the requisite approval from its shareholders to finalize the reclassification in accordance with applicable laws. The exchanges have instructed the company to ensure compliance with subsequent relevant disclosures of material events related to this reclassification under Regulation 31A of the SEBI (LODR) Regulations. Despite this shift, the company confirmed that other promoter entities will continue to be classified as promoters and maintain majority shareholding.

Fusion Finance Limited has scheduled its 32nd Annual General Meeting (AGM) for Wednesday, July 22, 2026, at 11:00 A.M. IST. The meeting will be conducted through Video Conferencing (VC) and Other Audio-Visual Means (OAVM) in compliance with circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India (SEBI). The venue of the meeting shall be deemed to be the Registered Office of the Company at H-1, C Block, Community Centre, Naraina Vihar, New Delhi-110028.

AGM and E-Voting Details

The company has fixed Wednesday, July 15, 2026, as the cut-off date to determine members eligible to vote through remote e-voting or attend the AGM. The remote e-voting period will commence on Sunday, July 19, 2026, at 9:00 A.M. IST and conclude on Tuesday, July 21, 2026, at 5:00 P.M. IST. Members who have not cast their votes via remote e-voting may vote through the e-voting system during the AGM. The Annual Report for FY 2025-26, along with the Notice of the 32nd AGM, is being sent electronically to members whose email addresses are registered with the Company, MUFG Intime India Private Limited (Registrar & Share Transfer Agent), or depository participants.

The company has reminded shareholders to update KYC details and dematerialise physical securities. Security holders holding shares in physical mode without updated PAN, nomination, contact details, bank account details, and specimen signature will receive payments, including dividends, only through electronic mode effective April 1, 2024.

Financial Performance for FY 2025-26

Fusion Finance reported a significant turnaround in financial performance during FY 2025-26. The company achieved a net profit of ₹13.85 crore for the year, compared to a loss of ₹1,224.54 crore in the previous financial year. Total income declined to ₹1,732.50 crore from ₹2,368.89 crore in the prior year, primarily reflecting a reduction in the loan portfolio. However, total expenses fell sharply to ₹1,795.43 crore from ₹3,501.90 crore, driven by a 77% year-on-year decline in impairment on financial instruments to ₹425.17 crore from ₹1,869.49 crore. Finance costs also reduced substantially to ₹538.72 crore from ₹843.85 crore.

The company's Net Worth strengthened to ₹2,456 crore, up 49% year-on-year, supported by the successful completion of a Rights Issue that raised ₹800 crore. The Capital to Risk-Weighted Assets Ratio (CRAR) stood at 36.46% as on March 31, 2026, well above the RBI-mandated minimum of 15%. The Liquidity Coverage Ratio improved to 335.09% from 206.09% in the prior year. Bad-debt recoveries increased to ₹54 crore during FY26 from ₹18 crore in FY25. The Board has not recommended any dividend for FY 2025-26.

Operational Performance

Fusion Finance's MFI business reported a total of 21,50,131 active loan borrowers as on March 31, 2026, down from 31,91,002 as on March 31, 2025, reflecting tighter underwriting standards and deliberate portfolio optimisation. The total MFI branch network stood at 1,446 branches, while the Relationship Officer count was 6,840. Assets Under Management (AUM) for the MFI segment stood at ₹6,635 crore, compared to ₹8,307 crore in the prior year. Total disbursements for the MFI segment were ₹5,646 crore, compared to ₹6,623 crore in the previous year.

The MSME business continued to demonstrate quality-led growth during FY26. MSME AUM increased to ₹772 crore from ₹673 crore in FY25, registering a growth of approximately 14.78%. The MSME segment operated through 90 branches across 7 states with 19,091 active loan borrowers. Disbursements for the MSME segment stood at ₹336 crore, compared to ₹348 crore in the prior year.

Key Financial Metrics and Capital Position

The company's balance sheet remained well-capitalised, with total assets of ₹8,294.80 crore as on March 31, 2026. Cash and cash equivalents stood at ₹1,874.84 crore, while total loans (net of impairment) were ₹6,000.83 crore. Total borrowings (including debt securities and subordinated liabilities) declined to ₹5,570.76 crore from ₹6,402.02 crore. The Debt Equity Ratio improved to 2.27 from 3.90, reflecting the equity infusion via the Rights Issue and reduction in debt. Net Profit Margin improved to 0.80% from -51.69%, and Return on Net Worth improved to 0.68% from -54.53%.

During the year, the company raised ₹4,045.80 crore through term loans and external commercial borrowings, ₹310.00 crore through listed secured Non-Convertible Debentures, and ₹1,623.55 crore through Direct Assignment and Pass-Through Certificates. CARE reaffirmed the company's long-term debt rating at CARE A with the outlook upgraded to Stable. The marginal cost of borrowing declined by 252 basis points during FY26, from 13.3% in Q1 FY26 to 10.8% in Q4 FY26.

Leadership and Governance Changes

FY26 witnessed significant leadership transitions at Fusion Finance. Mr. Sanjay Garyali was appointed as Managing Director and Chief Executive Officer with effect from September 30, 2025, succeeding Mr. Devesh Sachdev who resigned from the position of Managing Director on September 30, 2025 and from the directorship on November 4, 2025. Mr. Krishan Gopal was appointed as Chief Financial Officer with effect from January 17, 2026, and Mr. Vikrant Sadana was appointed as Company Secretary and Compliance Officer with effect from August 18, 2025. The Board was further strengthened with the appointments of Mr. Rajeev Sardana as Independent Director, Mr. Hemant Omprakash Mundra as Non-Executive Director, Mr. Brahmanand Hegde as Independent Director, and Ms. Remika Agarwal as Non-Executive Director. As on March 31, 2026, the Board comprised 8 Directors, including 1 Executive Director, 5 Non-Executive Independent Directors, and 2 Non-Executive Non-Independent Directors. The company also received a corporate agency licence from IRDAI on October 17, 2025, enabling it to distribute insurance products.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE139R01012/5a3294a5de654943.pdf