N.B.I. Industrial Finance Company Limited has announced that its Board of Directors approved proposed alterations to the Memorandum of Association (MOA) during a meeting held on May 22, 2026. The decision aims to align the company's objectives with the directions of the Reserve Bank of India (RBI), specifically to facilitate the issuance of a Certificate of Registration as a Type-I NBFC-ND. This categorisation applies to non-banking financial companies that do not accept public funds and lack customer interface.

The proposed amendments involve removing provisions related to lending and borrowing from the object clause of the MOA. The Board has determined that these deletions are necessary to comply with RBI requirements. Additionally, the resolution includes updates to the syntax of various object clauses. The changes will be subject to the approval of shareholders and any required regulatory or statutory approvals.

Postal Ballot Notice

The company has issued a notice of postal ballot to seek the approval of members for the proposed alterations. Shareholders are requested to vote on the special resolution via remote e-voting. The e-voting period is scheduled to begin at 09:00 a.m. IST on Tuesday, May 26, 2026, and will end at 05:00 p.m. IST on Wednesday, June 24, 2026.

Key Voting Details

The resolution, if passed by the requisite majority, shall be deemed to have been passed on the last date specified for voting, which is June 24, 2026. The results of the voting will be intimated to the National Stock Exchange of India Limited within two working days from the conclusion of the voting and will be uploaded on the company’s website.

Scrutinizer Appointment

The Board has appointed Mr. Rohit Kumarr Mundhra, a Practicing Chartered Accountant and partner of M/s. ASRM & Co., to act as the Scrutinizer for the remote e-voting process. The detailed procedure for e-voting has been made available to shareholders through the official notice and the company's website.

N.B.I. Industrial Finance Company Limited has announced its audited financial results for the quarter and year ended March 31, 2026. The board of directors, at its meeting held on May 13, 2026, approved the results and recommended a dividend of ₹0.75 per equity share for the financial year 2025-26, up from ₹0.50 per share in the previous year. The board has also decided to convene the Annual General Meeting (AGM) on Friday, August 21, 2026, at 11:00 A.M. at 21, Strand Road, Top Floor, Kolkata.

Financial Performance

The company delivered a strong full-year performance, with total income rising to ₹1,985.81 lakh from ₹1,399.03 lakh in the previous year. Profit after tax for the year grew to ₹1,242.93 lakh compared to ₹848.50 lakh in the prior year. Total expenses remained broadly stable at ₹316.14 lakh versus ₹313.42 lakh previously, while profit before tax rose to ₹1,669.67 lakh from ₹1,085.61 lakh. The basic and diluted earnings per share (EPS) for the year increased to ₹42.06 from ₹28.72 in the previous year.

The following table summarises the full-year and quarterly financial results:

Revenue from operations for the full year comprised dividend income of ₹1,746.96 lakh (previous year: ₹1,304.19 lakh), net gain on fair value changes of ₹231.10 lakh (previous year: ₹79.72 lakh), and interest income of ₹7.69 lakh (previous year: ₹9.40 lakh).

Balance Sheet Highlights

The company's total assets stood at ₹2,72,584.09 lakh as at March 31, 2026, compared to ₹3,51,345.68 lakh in the previous year. The decline was primarily driven by a reduction in investments, which stood at ₹2,72,291.63 lakh versus ₹3,51,218.49 lakh previously, reflecting changes in the fair valuation of equity instruments. Total equity as at March 31, 2026 was ₹2,63,835.27 lakh, comprising equity share capital of ₹147.74 lakh and other equity of ₹2,63,687.53 lakh.

Cash Flow and Other Comprehensive Income

The company generated net cash of ₹600.62 lakh from operating activities during the year, compared to ₹496.76 lakh in the previous year. Net cash used in investing activities was ₹522.38 lakh, primarily on account of investment purchases of ₹40,115.88 lakh, partially offset by investment sales of ₹39,680.47 lakh. Net cash used in financing activities was ₹14.77 lakh, representing dividends paid. Cash and cash equivalents at the end of the year stood at ₹88.24 lakh, up from ₹24.77 lakh at the beginning of the year.

Other comprehensive income (OCI) for the full year was negative at ₹68,199.45 lakh, driven largely by changes in the fair valuation of equity instruments of ₹79,597.25 lakh (loss), partially offset by a deferred tax credit of ₹11,397.32 lakh. Total comprehensive income for the year was negative at ₹66,956.52 lakh, compared to a positive ₹42,735.12 lakh in the previous year.

Dividend Declaration and AGM

The board has recommended a dividend of 15%, or ₹0.75 per equity share of ₹5 each, for the financial year 2025-26, up from ₹0.50 (10%) per share in the previous year. The dividend is subject to shareholder approval at the AGM scheduled for August 21, 2026. Upon approval, the payout will be made to eligible shareholders within 30 days from the date of the AGM.

Corporate Governance

The statutory auditors, R Kothari & Co LLP, provided an unmodified opinion on the audited financial results for the year ended March 31, 2026. The company confirmed that it has no subsidiaries, joint ventures, or associate companies as of March 31, 2026, following the sale of its investment in Shree Cement Marketing Limited during the quarter ended March 31, 2026, with effect from March 6, 2026. As the company operates solely in the non-banking financial activity segment, no separate segment reporting is required under Ind AS 108. The financial results were reviewed by the Audit Committee and approved by the board at their respective meetings held on May 13, 2026.