Viji Finance disclosed on May 28, 2026, that BSE and NSE imposed a fine of Rs 1,35,700 each on the company for alleged non-compliance with board composition requirements. The penalties were levied via email communications dated May 27, 2026, citing Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which mandates that the board of directors of the top 2000 listed entities comprise not less than six directors.

The company stated that the fine was imposed without an adequate opportunity to be heard. Viji Finance contends that it does not fall within the category of the top 2000 listed entities and, therefore, the relevant provisions are not applicable. It had previously submitted detailed clarifications to the NSE on May 9, May 22, and May 26, 2026, explaining its position regarding the applicability of Regulations 15 and 17 to 27 of the SEBI LODR Regulations.

Despite these representations, the exchanges proceeded with the imposition of the fine. Viji Finance is currently in the process of submitting an appropriate response and representation before the stock exchanges to address the issue. The company confirmed that there is no material impact on its financial, operational, or other activities, except for the monetary liability of the fine amount.

Details of Regulatory Action

Viji Finance Limited's Board of Directors, at their meeting held on Wednesday, 6th May, 2026, approved the audited standalone financial results for the quarter and year ended 31st March, 2026. The results, reviewed and recommended by the Audit Committee, were accompanied by an unmodified audit opinion from statutory auditors Dharmendra K Agarwal & Co. (FRN: 025525C), along with the Statement of Assets and Liabilities and Cash Flow Statement. In compliance with Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company subsequently published an advertisement in Free Press (Indore & Mumbai edition, in English) and Choutha Sansar (in Hindi) on 8th May, 2026, incorporating a Quick Response code and a web link to access the complete audited financial results for the quarter and year ended 31st March, 2026 under Regulation 33. The compliance filing was submitted to BSE Limited, National Stock Exchange of India Limited, and The Calcutta Stock Exchange Limited on 9th May, 2026, and was signed by Company Secretary Stuti Sinha.

Strong Revenue and Profit Growth in FY26

Viji Finance delivered a marked improvement in financial performance for the year ended 31st March, 2026. Total income rose to Rs. 523.99 Lacs from Rs. 292.92 Lacs in the previous year, primarily driven by a substantial increase in interest income. Total revenue from operations grew to Rs. 508.17 Lacs in FY26 from Rs. 232.51 Lacs in FY25. Total expenses for the year declined to Rs. 259.88 Lacs from Rs. 271.26 Lacs in FY25, contributing to a significant improvement in profitability.

The following table summarises the key financial results for the quarter and year ended 31st March, 2026 (Rs. in Lacs except EPS):

Balance Sheet and Capital Position

As at 31st March, 2026, Viji Finance reported total assets of Rs. 3365.35 Lacs compared to Rs. 3505.39 Lacs as at 31st March, 2025. The loan book stood at Rs. 2943.16 Lacs, up from Rs. 2705.60 Lacs in the prior year. Borrowings (other than debt securities) declined significantly to Rs. 724.89 Lacs from Rs. 1259.72 Lacs, reflecting a reduction in leverage. Equity share capital remained unchanged at Rs. 1425.00 Lacs, while other equity increased to Rs. 911.29 Lacs from Rs. 713.83 Lacs.

Auditor's 'Other Matter' Paragraph: Loan Repayment Concern

While the statutory auditors issued an unmodified opinion on the annual financial results, they included a notable 'Other Matter' paragraph in their report. The auditors observed that during the year, loan accounts of three borrowers aggregating Rs. 145.47 Lacs were repaid by Mr. Vijay Kothari, a director acting as guarantor in a personal capacity, rather than by the borrowers themselves. The auditors noted that the source of funds of the guarantor was not independently verified and flagged that this may indicate stress in the borrowers' financial position and a potential risk of evergreening. The matter was highlighted as requiring further verification regarding the source of funds and appropriate asset classification as per RBI guidelines. The company's notes to the financial results also disclosed that two of the three borrower accounts are under the NPA category, and the guarantor paid the loan amounts of Rs. 145.47 Lakhs during the year.

Warrant Issuance and Corporate Developments

The Board of Directors, at its meeting held on 24th March, 2026, approved the issuance and allotment of 12,75,00,000 warrants, each convertible into an equivalent number of equity shares, on a preferential basis in accordance with Regulation 28(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, subject to member approval. The proposal was subsequently approved by shareholders at an Extra-Ordinary General Meeting held on 23rd April, 2026. In-principle approval from the stock exchanges is currently awaited.

Cash Flow Summary

For the year ended 31st March, 2026, Viji Finance reported net cash flows from operating activities of Rs. 218.88 Lacs, compared to a net outflow of Rs. (287.90) Lacs in the prior year. Net cash used in investing activities was Rs. (189.78) Lacs, primarily on account of purchase of investments at FTPL. Net cash used in financing activities was Rs. -534.83 Lacs, reflecting repayment of borrowings of Rs. (534.83) Lacs. Cash and cash equivalents at the end of the period stood at Rs. 43.67 Lacs, compared to Rs. 549.40 Lacs at the beginning of the period.