UGRO Capital has received a substantial acquisition disclosure from promoter-group entity Poshika Financial Ecosystem Pvt. Ltd., detailing recent open market share purchases that have increased the acquirer's stake in the financial services company.

Recent Share Acquisitions

Poshika Financial Ecosystem completed two separate transactions on the National Stock Exchange during April 2026. The acquisitions were executed at different price points and settlement dates:

The aggregate acquisition of 13,79,374 equity shares represents 0.89% of UGRO Capital's total paid-up equity share capital and total diluted share capital.

Cumulative Shareholding Position

This disclosure follows a previous acquisition announced on March 31, 2026, where Poshika had purchased 4,75,000 shares representing 0.31% of the share capital. The combined acquisitions across both disclosures total 18,54,374 shares, representing 1.20% of the company's share capital.

Regulatory Compliance and Disclosure

Poshika Financial Ecosystem emphasized that the acquisition does not trigger mandatory disclosure obligations under Regulation 29(2) of the SEBI Takeover Regulations, as the aggregate change in shareholding does not exceed the 2% threshold. The company stated that this disclosure is being made voluntarily in the interest of transparency and good corporate governance.

The acquirer is identified as a promoter-group entity, with Poshika Advisory Services LLP as the promoter and Shachindra Nath as a Person Acting in Concert (PAC). All percentage calculations are based on UGRO Capital's fully diluted share capital of 15,54,88,317 shares as confirmed by the company.

Market Transaction Details

The shares were acquired through open market purchases on the National Stock Exchange, with transactions completed at market-determined prices. The disclosure was filed with both BSE Limited and the National Stock Exchange of India Limited, where UGRO Capital maintains its listing status.

The formal disclosure was signed by Shruti Nath, Director of Poshika Financial Ecosystem Pvt. Ltd., from Gurugram on April 24, 2026, following the prescribed format under SEBI regulations for substantial acquisition disclosures.

UGRO Capital released its audited financial results for the quarter and year ended March 31, 2026, reporting quarterly profit after tax of ₹51.1 crore, representing a 26% increase over ₹40.5 crore in Q4FY25. Full-year FY26 PAT reached ₹174.8 crore, up 21% year-on-year from ₹143.9 crore in FY25. The statutory auditors issued an unmodified opinion on the financial results.

Quarterly and Annual Financial Performance

The company demonstrated strong revenue growth with Net Total Income expanding 51% year-on-year to ₹348 crore in Q4FY26. For the full year FY26, Net Total Income stood at ₹1,067 crore, representing 31% year-on-year growth from ₹814.1 crore in FY25. Assets under management reached ₹15,334 crore as of March 31, 2026, up 28% from ₹12,003 crore in the previous year.

Strategic Realignment Progress

The company successfully executed its pivot strategy announced on February 7, 2026, with focus verticals comprising Emerging Market LAP and Embedded Finance reaching 38% of total AUM, up from 32% in December 2025. This represents the fastest quarterly shift on record as the company transitions toward high-yield focus verticals while running down the Prime Intermediated portfolio.

Board Approvals and Corporate Governance

The Board of Directors at its meeting held on April 20, 2026, approved several key resolutions. The company authorized the issuance of Non-Convertible Debentures aggregating up to ₹3,000 crore on a private placement basis, with the Investment and Borrowing Committee empowered to approve issuances from time to time within the approved limit.

The Board recommended the re-appointment of Mr. Shachindra Nath (DIN: 00510618) as Vice Chairman and Managing Director for a five-year period effective from June 22, 2026, to June 21, 2031, subject to shareholder approval. Additionally, the Board approved the appointment of M/s G.P. Kapadia & Co., Chartered Accountants (Firm Registration No. 104768W), as statutory auditors for a three-year term covering financial years 2026-27, 2027-28, and 2028-29, following the completion of tenure of M/s Sharp & Tannan Associates.

Asset Quality and Capital Position

The company maintained stable asset quality metrics with Gross NPA at 2.50% and Net NPA at 1.60%. Focus verticals demonstrated superior asset quality with Emerging Market LAP GNPA at 1.20% and Embedded Finance GNPA at 1.70%. Capital adequacy remained strong with CRAR at 21.20% and leverage at 3.7x, supporting the company's commitment to sustain growth without incremental equity through FY29.

The Board approved convening the 33rd Annual General Meeting on May 29, 2026. UGRO Capital operates 317 branches across 13 states with approximately 321,000 active loans as of March 2026.