Asia Capital Limited has announced a postal ballot notice dated February 12, 2026, seeking shareholder approval for increasing its authorised share capital. The company is proposing to enhance its capital base to facilitate future operational requirements through a structured e-voting process.

Proposed Capital Structure Changes

The postal ballot seeks approval for a significant expansion of the company's authorised share capital structure:

The increase involves creating additional 47,50,000 equity shares of face value Rs. 10 each, which will rank pari-passu with existing equity shares in all respects. This expansion will require consequential alteration to Clause V of the company's Memorandum of Association.

E-Voting Schedule and Process

The company has established a comprehensive timeline for the postal ballot process:

The voting will be conducted exclusively through remote e-voting via NSDL's platform. Shareholders whose email addresses are registered with depositories or the company's Registrar and Share Transfer Agent, Indus Shareshree Private Limited, will receive the notice electronically. Physical copies of the postal ballot form will not be distributed.

Regulatory Compliance and Scrutinizer Appointment

The postal ballot process adheres to multiple regulatory frameworks including Section 110 of the Companies Act, 2013, Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014, and Regulation 44 of SEBI Listing Regulations. The company has appointed Saloni Goyal & Associates, a Practicing Company Secretary (ACS – 62831, COP- 23699), as the scrutinizer to conduct the postal ballot in a fair and transparent manner.

Shareholder Participation Guidelines

Voting rights will be calculated based on the paid-up value of shares registered in shareholders' names as on the cut-off date of February 06, 2026. The resolution, if passed by requisite majority, will be deemed to have been passed on March 16, 2026. Results will be announced within 48 hours of the e-voting conclusion and will be available on the company's website at https://www.asiacapital.in/postal-ballot.html .

The Board of Directors has recommended the resolution for approval, noting that no directors, key managerial personnel, or their relatives have any financial interest in the resolution except to the extent of their shareholding. The proposed increase aims to provide the company with enhanced financial flexibility for future operational requirements.

Asia Capital Limited has announced the commencement of a postal ballot process to seek shareholder approval for increasing its authorized share capital. The Mumbai-based NBFC has sent electronic copies of the postal ballot notice to eligible shareholders and established the e-voting framework for this corporate action.

Postal Ballot Process Details

The company has initiated the postal ballot procedure in compliance with Section 108 and Section 110 of the Companies Act, 2013, along with applicable SEBI regulations. The key details of the process are outlined below:

Corporate Action Proposal

The postal ballot seeks shareholder approval for increasing the company's authorized share capital and consequent alteration to the Capital Clause of the Memorandum of Association. The proposal represents a strategic move to enhance the company's capital structure and provide flexibility for future business expansion.

Regulatory Framework and Compliance

Asia Capital has appointed Saloni Goyal & Associates, a Practicing Company Secretary, as the Scrutinizer to oversee the postal ballot process. The company has engaged NSDL as the e-voting service provider to facilitate electronic voting for shareholders.

Shareholder Participation Guidelines

Shareholders who have registered their email addresses with depositories or the company's Registrar and Transfer Agent as of the cut-off date are eligible to participate in the e-voting process. The voting rights will be calculated based on the shareholding as of February 06, 2026.

The postal ballot notice is available on the company's website at www.asiacapital.in/postal-ballot.html , BSE website, and NSDL's e-voting portal. Shareholders who have not received the notice electronically can download it from these platforms.

Recent Financial Performance Context

This corporate action comes following Asia Capital's Q3 FY26 financial results, where the company reported a net profit of ₹536.70 thousand and total income of ₹1,217.37 thousand. The proposed increase in authorized share capital aligns with the company's strategic planning for future growth opportunities in the financial services sector.