GDL Leasing & Finance has scheduled its 33rd Annual General Meeting (AGM) for September 30, 2026, at 12:15 pm via Video Conferencing / Other Audio Visual Means (OAVM). The meeting aims to approve a ₹4.2 crore preferential warrant issue, appoint an independent director, and revise managerial remuneration.

The Board approved the warrant issue on September 4, 2026, targeting four non-promoter investors. The company also appointed Pankaj Bansal as an additional independent director and increased authorized share capital from ₹5.5 crore to ₹8.5 crore.

Preferential Issue Details

The preferential issue targets four non-promoter investors: Shalini Jain, SRR Tech Consilium Private Limited, Chirag Jain, and Jay Singh Bardia. Each warrant is convertible into one equity share of face value ₹10 after a tenor of 18 months. The issue price is fixed at ₹14 per warrant, aggregating up to ₹4.2 crore. This capital raise aims to help the company achieve the net owned fund requirement of ₹10 crore mandated by the Reserve Bank of India by March 31, 2027.

Shalini Jain emerges as the largest holder post-allotment with an 18.50% stake, up from 4.63% previously. SRR Tech Consilium becomes the second-largest investor with a 13.73% stake.

Corporate Actions

The Board approved the alteration of Clause V of the Memorandum of Association to reflect the increased authorized capital. This requires shareholder approval at the ensuing AGM.

Mr. Pankaj Bansal (DIN: 10394872) was appointed as an Additional Director in the category of Non-Executive and Independent Director for a term of five years, effective September 4, 2026. His appointment is subject to shareholder approval. Mr. Bansal is a graduate professional with over two decades of entrepreneurship and commercial experience.

Additionally, the AGM agenda includes:

• Re-appointment of Mr. Ashish Jain (DIN: 02196387), who retires by rotation.
• Appointment of M/s Akash & Co. as Secretarial Auditors for five consecutive years (FY27–FY31).
• Revision of managerial remuneration for Managing Director Prem Kumar Jain and CFO Atul Jain to a maximum limit of ₹48 lakh per annum each, commencing FY27.

AGM Schedule and E-Voting

The Annual General Meeting is scheduled for Wednesday, September 30, 2026, at 12:15 pm via Video Conferencing / Other Audio Visual Means (OAVM). The cut-off date for determining eligibility for remote e-voting is September 23, 2026. M/s Akash & Co., Practicing Company Secretaries, has been appointed as the Scrutinizer for the voting process.

Remote e-voting facility details:

Shareholders must cast their votes electronically within this window. The company’s Managing Director, Prem Kumar Jain, confirmed the schedule in a filing dated September 5, 2026. The notice was published in newspapers on September 6, 2026.

GDL Leasing & Finance Ltd reported a net profit of ₹13.60 lakh for the quarter ended June 30, 2026, a sharp decline from the ₹32.43 lakh earned in the same period last year. Despite the drop in profitability, revenue from operations grew 19% year-on-year to ₹58.47 lakh, supported by a significant rise in other income. The divergence between top-line growth and bottom-line contraction highlights margin pressure during the period.

The Board of Directors approved the unaudited financial results at its meeting held on August 7, 2026. The results were published in Financial Express and Jansatta on August 9, 2026, pursuant to Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Managing Director Prem Kumar Jain signed off on the disclosure.

Financial Performance

Revenue from operations stood at ₹58.47 lakh for Q1FY27, compared to ₹48.94 lakh in Q1FY25. Total income, including other income, reached ₹87.91 lakh, up from ₹69.41 lakh in the prior year quarter. Other income contributed ₹29.44 lakh, an increase from ₹20.47 lakh previously.

Expenses surged to ₹69.65 lakh from ₹32.29 lakh in the same quarter last year, more than doubling and offsetting the revenue gains. Consequently, profit before tax fell 51% to ₹18.26 lakh. Tax expense was recorded at ₹4.66 lakh, resulting in the final net profit figure.

What the Numbers Show

The primary driver of the profit decline is the disproportionate rise in expenses relative to income growth. While total income grew by approximately 27%, expenses jumped by over 100%. This suggests that operational costs or specific non-recurring expenditures significantly impacted margins in Q1FY27, eroding the benefit from higher other income.

Annual Context

For the full year ended March 31, 2026, GDL Leasing & Finance reported a net profit of ₹78.36 lakh on total income of ₹358.00 lakh. Equity share capital remained unchanged at ₹501.01 lakh. Earnings per share (basic and diluted) for the quarter were ₹0.27, compared to ₹0.65 in Q1FY25.