Northern Arc Capital approves ₹5,000 crore NCD issuance at AGM
Northern Arc Capital Limited concluded its 18th AGM on August 18, 2026, approving a ₹5,000 crore NCD issuance and enhanced borrowing limits. The company appointed joint statutory auditors to meet RBI requirements for large NBFCs. Key governance updates included director reappointments and remuneration revisions for top management.

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Northern Arc Capital Limited shareholders approved a significant capital raising measure at the company’s 18th annual general meeting held on August 18, 2026. The key outcome was the authorization for the offer and issue of non-convertible debentures (NCDs) on a private placement basis, with a total value of up to ₹5,000 crore. This move signals the company’s intent to expand its debt funding capacity through institutional channels.
Alongside the debt issuance, shareholders approved special resolutions to increase the company’s borrowing powers in excess of its paid-up share capital, free reserves, and securities premium. They also authorized the creation of charges on the company’s assets under Section 180(1)(a) of the Companies Act, 2013. These approvals provide Northern Arc Capital with greater flexibility in leveraging its balance sheet for future growth initiatives or liquidity management.
Regulatory Compliance and Auditor Appointment
The meeting also addressed mandatory regulatory compliance regarding audit structures. Shareholders appointed M/s. R. Subramaniyan and Company LLP as joint statutory auditors for a term of three consecutive years, from the conclusion of the 18th AGM until the 21st AGM. This appointment is driven by Reserve Bank of India guidelines requiring non-banking financial companies with an asset size of ₹15,000 crore or more to engage joint statutory auditors.
Northern Arc Capital’s audited financial statements as of March 31, 2026, reflect an asset size exceeding this threshold, necessitating the change. The existing statutory auditors, M/s. Walker Chandiok & Co LLP, will continue in office until the conclusion of the 19th AGM, ensuring a seamless transition in audit oversight.
Corporate Governance Changes
Several governance-related resolutions were passed during the meeting:
- Appointment of Mr. Vijay Nallan Chakravarthi as a director liable to retire by rotation.
- Revision of remuneration terms for Mr. P S Jayakumar, Non-Executive Independent Director and Chairperson.
- Revision of managerial remuneration for Mr. Ashish Mehrotra, Managing Director & CEO, including ratification of a special discretionary payout.
- Change in the implementation mode of the Northern Arc Employee Stock Option Plan 2016 from the trust route to the direct route.
The adoption of standalone and consolidated financial statements for the financial year ended March 31, 2026, was also approved by shareholders. Consolidated voting results and the scrutinizer’s report will be submitted to stock exchanges separately within prescribed timelines.
Meeting Proceedings and Participation
The 18th AGM was conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM) using the National Securities Depository Services Limited (NSDL) platform. As on the cut-off date of August 12, 2026, the company had 89,746 shareholders, out of which 47 attended the meeting. The quorum was present, and the meeting was chaired by Mr. P.S. Jayakumar.
Directors present included Mr. Ashish Mehrotra, Ms. Anuradha Rao, Mr. Ashutosh Arvind Pednekar, Mr. Michael Jude Fernandes, and Ms. Vidya Krishnan. Mr. Sandeep Dhar and Mr. Vijay Chakravarthi were unable to attend due to unforeseen exigencies. Representatives from Statutory Auditors M/s. Walker Chandiok & Co LLP and Secretarial Auditors M/s. Alagar & Associates LLP also attended via video conference.
During the Q&A session, nine out of 13 registered speaker shareholders participated, seeking clarifications which were addressed by Mr. Ashish Mehrotra. E-voting remained open for an additional 15 minutes post-meeting to allow further participation.
Historical Stock Returns for Northern Arc Capital
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| +3.77% | +1.35% | -4.11% | +14.99% | +19.99% | -10.58% |
How will the ₹5,000 crore NCD issuance impact Northern Arc Capital's debt-to-equity ratio and overall credit rating in the coming fiscal year?
What specific growth initiatives or liquidity needs is Northern Arc Capital targeting with its newly expanded borrowing powers and asset charge capabilities?
How might the transition of statutory auditors to M/s. R. Subramaniyan and Company LLP affect the company's financial reporting timelines or audit findings?


































