Tirupati Fincorp Limited will hold its 44th Annual General Meeting on September 19, 2026, to approve significant leadership changes and a strategic shift of its registered office from Rajasthan to Maharashtra.

The meeting, scheduled for 11:00 am via video conference, forms part of the company's annual report for FY26. Shareholders will vote on the appointment of Rajesh Shantilal Vakharia as Chief Executive Officer and Executive Director, alongside the addition of Kinjal Darshit Parkhiya to the board as an independent director.

Leadership Appointments

The board seeks shareholder approval to formally appoint Mr. Rajesh Shantilal Vakharia (DIN: 11874560) as Executive Director and CEO for a five-year term effective from August 6, 2026. Mr. Vakharia, who has served as President – Securities Transaction since April 2026, brings over three decades of experience in securities markets and financial operations.

Mrs. Kinjal Darshit Parkhiya (DIN: 10553695) is proposed for appointment as an Independent Director for five years. A practicing Company Secretary with over eight years of experience in corporate governance and regulatory compliance, she currently holds directorships in CRP Risk Management Limited, Varyaa Creations Limited, Minolta Finance Ltd, Max Earth Resources Limited, and Redbrick IT Support Limited.

Mrs. Sheetal Mitesh Shah, who serves as CFO and Director, retires by rotation and offers herself for re-appointment for another five-year term.

Strategic Operational Shifts

Shareholders will consider special resolutions to adopt new Memorandum and Articles of Association aligned with the Companies Act, 2013. The new Articles include an enabling clause permitting share capital reduction under Section 66 of the Act.

The board recommends shifting the registered office to Maharashtra, citing that major business operations, key management personnel, and corporate decision-making are primarily conducted in Mumbai. The move aims to improve operational efficiency, reduce administrative costs, and enhance stakeholder engagement in India's financial capital.

Governance and Audits

M/s CGCA & Associates LLP (FRN: 123393W) is proposed for appointment as Statutory Auditor for five consecutive years, following the recommendation of the Audit Committee.

Remote e-voting opens on September 14, 2026, at 9:00 am and closes on September 18, 2026, at 5:00 pm. The record date for voting rights is September 11, 2026.

Tirupati Fincorp Limited reported a standalone net profit of ₹351.39 lakh for the quarter ended June 30, 2026 (Q1FY27), reversing a net loss of ₹437.36 lakh in the preceding quarter and rising 112% year-on-year from ₹165.84 lakh in Q1FY26. The turnaround was primarily fueled by robust performance in its investment and trading segment, which generated ₹360.21 lakh in revenue, compared to ₹179.83 lakh in Q4FY26. This surge in trading income more than compensated for a decline in interest income from lending activities, which fell to ₹198.39 lakh from ₹230.73 lakh in the previous quarter.

Despite the positive bottom line, the financial results were accompanied by significant regulatory and operational caveats flagged by statutory auditors M/s. JCR & Co. LLP. The auditors noted that the company continued its financing activities despite the Reserve Bank of India (RBI) cancelling its NBFC Certificate of Registration effective April 30, 2019, and rejecting its renewal application on May 19, 2025. Although the Board passed a resolution on August 11, 2025, to cease NBFC operations, the company is awaiting an extension for compliance with RBI directions. Additionally, auditors reported an inability to verify interest income and expense figures due to missing loan documents and identified gaps in internal controls for the lending business.

Financial Performance Breakdown

Total revenue from operations stood at ₹558.60 lakh in Q1FY27, up from ₹410.56 lakh in Q4FY26 but down significantly from ₹1,032.31 lakh in Q1FY26. The decline in year-on-year revenue reflects a substantial reduction in lending activity, with interest income dropping 58% YoY. Conversely, revenue from securities transactions nearly doubled quarter-on-quarter, becoming the primary profit driver. Total expenses decreased sharply to ₹86.33 lakh from ₹896.37 lakh in Q4FY26, largely due to a credit of ₹241.95 lakh for impairment loss on loans, compared to a charge of ₹210.69 lakh in the previous quarter.

Operational Risks and Cyber Incident

Beyond regulatory compliance issues, the company disclosed a ransomware cyber-attack on July 3, 2026, which compromised all financial data and backups. Management stated that there was no financial loss attributable to this event, which occurred after the quarter-end. Auditors also noted that while Profession Tax was deducted from employee salaries, it had not been remitted to statutory authorities, and the company lacked mandatory professional tax registration. These disclosures highlight persistent governance challenges that may impact future operations despite the current quarter’s profitability.

What the Numbers Show

The divergence between the lending and trading segments underscores a strategic shift or necessity in revenue generation. With lending assets shrinking from ₹19,611.55 lakh in Q1FY26 to ₹8,425.24 lakh in Q1FY27, the company’s reliance on interest income has diminished significantly. The profitability in Q1FY27 is therefore heavily dependent on capital markets performance rather than core lending operations, which remain under regulatory scrutiny. Investors should note that the turnaround is not yet supported by stable operational fundamentals in the primary business line, given the unresolved RBI directives and internal control deficiencies.