NDL Ventures has confirmed September 15, 2026 as the record date for its 41st Annual General Meeting and final dividend payment. The company scheduled the AGM for September 21, 2026, to approve a ₹0.50 per share dividend and authorize related-party transactions up to ₹350 crore.

The Board of Directors recommended the dividend, representing a 5% payout on the face value of ₹10 per equity share. This marks a reduction from the previous year's dividend of ₹1.00 per share. Shareholders on record as of September 15, 2026, will be eligible for the dividend payment, scheduled for on or before October 20, 2026.

Related-Party Transaction Approvals

The AGM seeks shareholder approval for omnibus related-party transactions with five entities under common control or promoter group influence for the period until the next AGM in FY28. The proposed limits are as follows:

The largest component involves the potential sale of a 47-acre land parcel in Bengaluru to Hinduja Realty Ventures Limited. The company classifies this land as inventory and states that the sale aligns with its strategy to reposition itself toward financial services by encashing real estate investments.

Financial Performance and Merger Progress

For FY26, NDL Ventures reported total income of ₹489.4 lakh, a slight decline from ₹494.3 lakh in FY25. Net profit after tax rose to ₹91.0 lakh from ₹59.1 lakh in the prior year. The income primarily stems from interest earned on inter-corporate deposits, reflecting the company's transitional status while awaiting regulatory clearances for its merger with Hinduja Leyland Finance Limited (HLFL).

The company has secured most necessary approvals for the HLFL merger, including those from the Competition Commission of India and stock exchanges. The National Company Law Tribunal has directed the convening of shareholder meetings, which were held in July 2026 with requisite majorities. The final order from the NCLT is awaited to complete the absorption scheme.

Governance and Director Re-appointment

Mr. Sudhanshu Kumar Tripathi, Chairman and Non-Executive Director, retires by rotation at the AGM and seeks re-appointment. He has served on the board since August 2015 and brings over 38 years of experience in human capital strategy and governance across diversified sectors. His re-appointment is subject to shareholder approval via ordinary resolution.

The National Company Law Tribunal (NCLT) has admitted the scheme of merger by absorption of Hinduja Leyland Finance Limited into NDL Ventures . The Mumbai bench passed an interim order on August 13, 2026, advancing the corporate action previously intimated in June and July 2026.

Regulatory Progression

The tribunal directed the petitioner companies to issue notices to statutory authorities under Section 230(5) of the Companies Act, 2013. This includes the Reserve Bank of India, the Securities and Exchange Board of India, and the Competition Commission of India. Authorities have thirty days from receipt of the notice to file representations.

Key Directives

• Issue notice in Form CAA.3 to all relevant statutory bodies.
• Publish hearing notices in two local newspapers, one in English and one in the vernacular language.
• Host the scheme copy and notices on respective company websites.

The petition is fixed for final disposal on September 18, 2025. The order follows earlier proceedings where the NCLT directed the convening of equity shareholder meetings for both entities. The July 30, 2026 meeting of NDL Ventures shareholders was part of this procedural sequence.