Williamson Financial Services Limited has confirmed adherence to the majority of SEBI regulations for the financial year ended March 31, 2026, in its Annual Secretarial Compliance Report submitted to BSE Limited. The report, issued by M/s Vidhya Baid & Co, Practicing Company Secretaries, highlights the company's compliance status while noting specific deviations in board composition and fee payments.

The report certifies that the listed entity complied with applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and maintained all required policies under SEBI Regulations. These policies were reviewed and updated timely by the board of directors. Additionally, the company conducted performance evaluations of the Board, Independent Directors, and Committees as prescribed during the financial year.

Compliance Observations

While the overall compliance status was positive, the practicing company secretary identified specific areas where deviations occurred. The company maintained a functional website and disseminated documents, though certain disclosure requirements were not available and some links in the Corporate Governance Report were not specific enough.

Board Composition and Fees

A significant deviation involved the composition of the Board. Mrs. Jacqueline Audrey Monnier was appointed as an Additional Director effective May 27, 2025. This appointment temporarily caused the proportion of independent directors to fall below the regulatory requirement. The company stated this deviation lasted for three days and was rectified on May 30, 2025, following the resignation of Ms. Natalie Ann Mookerji.

Furthermore, the report noted delays in the payment of listing fees for the past few years. The management attributed this delay to liquidity constraints and financial crunches faced by the company during this period.

Insider Trading and Disclosures

The company was found to be compliant with the SEBI (Prohibition of Insider Trading) Regulations, 2015, except for a lapse in the Structural Digital Database. The entry was not made at the time of sharing unpublished price sensitive information. All required disclosures under Regulation 30 were provided within the prescribed time limits. No actions were taken by SEBI or Stock Exchanges against the entity, its promoters, or directors during the review period.

Williamson Financial Services Limited reported a net loss of ₹44,196,000 for the financial year ended March 31, 2026, compared to a net loss of ₹44,474,000 in the previous year. Total income for the year stood at ₹149,777,000, while total expenses amounted to ₹193,958,000. Statutory auditors M/s. V. Singhi & Associates issued a qualified opinion on the financial results, highlighting significant risks to the company's operations and compliance status. The Board of Directors approved the audited financial results at a meeting held on May 25, 2026. The company published the results in newspapers on May 27, 2026, pursuant to Regulation 30 and 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Qualified Opinion and Going Concern Risks

The auditors identified material uncertainty regarding the company's ability to continue as a going concern. The net worth has been fully eroded as of March 31, 2026, and the company's continuity depends on the availability of finance and future profitability. Consequently, the auditors stated that the use of the going concern assumption is not adequately supported under Indian Accounting Standard 1.

Regulatory Non-Compliance and Audit Qualifications

The company reported negative Net Owned Funds (NOF) of ₹21,15,872,000 for the quarter ended March 31, 2026, resulting in non-compliance with the minimum NOF requirements prescribed by the Reserve Bank of India. Additionally, the auditors noted that interest expenses on unsecured inter-corporate borrowings amounting to ₹86,144,000 for the quarter and ₹3,49,783,000 for the year were not recognized, constituting a departure from Indian Accounting Standard 109.

Provisions and Asset Quality

The company has provided unsecured loans amounting to ₹14,65,171,000 with accrued interest of ₹1,80,597,000 outstanding as of March 31, 2026. Against these, a provision of only ₹3,87,706,000 has been made. Auditors opined that these loans are doubtful of recovery and that the loss for the period is understated due to inadequate provisions. Furthermore, balances related to loans, advances, receivables, and borrowings are subject to reconciliation and confirmation, the impact of which is currently unascertainable.

Financial Results Summary

The following table outlines the key financial figures for the quarter and year ended March 31, 2026:

Legal and Arbitration Matters

The company faces a joint liability of ₹50,89,59,000 due to a loan default payable to Real Touch Finance Limited, following an Arbitration Award dated September 29, 2025, from the International Chamber of Commerce. The company has challenged this award in the Delhi High Court. While a liability of ₹11,89,56,000 was recognized in earlier years, no further liability has been acknowledged pending the final disposal of the appeal.