Shareholders of sp capital financing have approved a special resolution to increase the company's borrowing powers in excess of its paid-up share capital, free reserves, and securities premium. The resolution passed with overwhelming support, receiving 99.0977% of votes cast, enabling the firm to expand its leverage capacity under Section 180(1)(c) of the Companies Act, 2013. This approval provides the management with greater financial flexibility to fund operations or growth initiatives without immediate equity dilution.

The postal ballot process, conducted via remote e-voting through National Securities Depository Limited (NSDL), concluded on August 05, 2026. In addition to the borrowing power increase, shareholders approved an ordinary resolution regarding material related party transaction limits with Pride Hotels Limited ('Pride'). This resolution passed with 94.4860% support, formalizing ongoing commercial relationships with the hotel chain. Both resolutions were scrutinized by Martinho Ferrao & Associates, Company Secretaries, who confirmed compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the Companies Act, 2013.

The voting participation was driven primarily by the promoter group and non-institutional public shareholders. As of the record date on July 03, 2026, the company had 2,683 shareholders. Of these, 88 members exercised their voting rights during the e-voting window that ran from July 07, 2026, to August 05, 2026. The promoter group, holding 4,263,200 shares, voted unanimously in favor of the borrowing power increase, casting 3,437,300 votes. Public non-institutional shareholders, holding 1,749,000 shares, also supported the measure, with 91.95% voting in favor.

The approval of increased borrowing powers is a significant corporate governance event, as it requires shareholder consent when borrowings exceed the sum of paid-up capital, free reserves, and securities premium. This threshold ensures that major leverage decisions are subject to owner oversight. The high level of support from both promoters and public shareholders indicates strong confidence in the company's capital structure strategy. The related party transaction approval with Pride Hotels Limited ensures transparency and regulatory compliance for future dealings with this entity, which is classified as a related party under applicable regulations.

Martinho Ferrao & Associates acted as the independent scrutinizer for the postal ballot. The scrutinizer's report, dated August 06, 2026, confirmed that all procedural requirements under Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014, were met. The report noted that the electronic notice was sent to registered email addresses, and provisions were made for members without email IDs to register via the Registrar and Transfer Agent. The final results were submitted to the Bombay Stock Exchange in compliance with Regulation 44(3) of the SEBI Listing Regulations. The resolutions are deemed passed as of August 05, 2026.

S P Capital Financing Ltd has initiated a postal ballot process to seek shareholder approval for a material related party transaction with Pride Hotels Limited and an increase in its borrowing powers. The resolutions propose an aggregate transaction limit of ₹95 Cr with the hospitality sector entity and authorize the board to borrow up to ₹200 Cr, exceeding the company’s paid-up share capital and free reserves. These measures aim to optimize treasury operations and support business objectives, subject to regulatory compliance.

The board approved the draft Postal Ballot Notice during a meeting on July 03, 2026. The transaction with Pride Hotels Limited, a promoter group entity, involves obtaining unsecured loans at an interest rate of 6.00% per annum. The proposed borrowing limit under Section 180(1)(c) of the Companies Act, 2013, provides financial flexibility for the non-banking financial company to avail funds from banks and other institutions.

The company has intimated BSE Limited regarding the publication of the newspaper advertisement for the Postal Ballot Notice and remote e-voting in The Free Press Journal (English) and Navshakti (Marathi). The electronic dispatch of the Postal Ballot Notice was completed on July 06, 2026, to members whose email addresses were available as on the cut-off date of July 03, 2026. Physical copies of the notice are not being sent.

Key Approvals

E-Voting Schedule

The company has appointed Mr. Martand Ferrao, Practicing Company Secretary, as the Scrutinizer to oversee the e-voting process conducted via NSDL. Members can cast their votes electronically, and the resolution will be deemed passed on the last date of voting if approved by the requisite majority. The intimation was submitted to BSE Limited by Arun Omprakash Sonar, Company Secretary & Compliance Officer.