Crest Ventures has successfully completed the allotment of non-convertible debentures worth ₹100.00 crores following the Debenture Fund Raising Committee meeting held on December 23, 2025. The committee approved the allotment of 10,000 NCDs, each with a face value of ₹1,00,000, marking the completion of the fundraising process that was initially approved on December 12, 2025.

Committee Meeting and Allotment Details

The Debenture Fund Raising Committee meeting on December 23, 2025, commenced at 10:45 a.m. and concluded at 11:10 a.m. The committee formally approved the allotment of 10,000 units of 12% rated, listed, unsecured, senior, transferable, redeemable, non-convertible debentures on a private placement basis at par. The company has made appropriate regulatory disclosures to BSE Limited and National Stock Exchange of India Limited under Regulation 30 of the SEBI Listing Regulations.

NCD Structure and Timeline

The allotted debentures carry comprehensive specifications with defined maturity and payment schedules:

Credit Rating and Listing Framework

The NCDs have received credit rating from Care Ratings Limited through their credit rating letter dated December 10, 2025. The debentures carry a CARE BBB- rating, while the issuer rating has been reaffirmed at CARE BBB-. The NCDs are proposed to be listed on the Wholesale Debt Market Segment of BSE Limited, providing institutional investors with a structured trading platform.

Redemption and Payment Structure

The debentures feature a structured payment mechanism with coupon payments scheduled on a quarterly basis from the deemed date of allotment. Principal repayment is scheduled upon completion of 18 months from the deemed date of allotment. The debentures are redeemable at par at the end of 18 months, specifically on June 23, 2027, subject to early redemption or acceleration pursuant to events of default as specified in the relevant documentation.

Regulatory Compliance

The allotment falls within the company's existing borrowing limits under Section 180(1)(c) of the Companies Act, 2013, as previously approved by members. The company has fulfilled all disclosure requirements under Regulation 30 of the SEBI Listing Regulations and SEBI Circular dated November 11, 2024. The unsecured nature of the debentures means no specific charge or security has been created against company assets.

Crest Ventures Limited received comprehensive credit rating updates from CARE Ratings Limited on December 10, 2025, with the rating agency reaffirming existing ratings while assigning new ratings to proposed debt instruments. The company informed stock exchanges about these rating actions through a regulatory filing dated December 11, 2025.

Rating Actions and Details

CARE Ratings took multiple rating actions for Crest Ventures, covering both existing and proposed debt instruments:

The existing Non-Convertible Debentures carry the ISIN INE559D08024 and are scheduled for repayment by December 20, 2025, with an outstanding amount of ₹93.00 crore. The proposed NCD issue requires revalidation if not issued within six months from December 10, 2025.

Rating Rationale and Key Drivers

The rating reaffirmation reflects Crest Ventures' adequate capitalisation, moderate financial performance, and adequate liquidity profile. CARE Ratings highlighted the company's long operational track record, experienced promoters, and management team as key strengths. The rating agency noted the company's ability to raise funds from banks and financial institutions at competitive rates during FY25 and H1FY26.

Key Rating Strengths:

• Long operational track record since incorporation in 1982
• Adequate capitalisation with total CAR at 75.39% and Tier-1 CAR at 73.81% as on March 31, 2025
• Low gearing levels with adjusted overall gearing at 0.25x as on March 31, 2025
• Experienced management team led by Vijay Choraria with over 30 years of experience

Rating Constraints:

• Significant exposure to real estate segment through investments and lending
• High proportion of unsecured lending through intercorporate deposits to group companies
• Income volatility from investment book operations
• Moderate resource profile with reliance on short-term ICDs

Financial Performance Overview

Crest Ventures demonstrated mixed financial performance across recent periods. In FY25, the company reported profit after tax of ₹79.00 crore on total income of ₹164.00 crore, compared to ₹50.00 crore on ₹140.00 crore in FY24. The increase in PAT was driven by gains from fair value changes following reclassification of investments in TBO Foods Private Limited.

On a consolidated basis, the company posted PAT of ₹90.00 crore on total income of ₹205.00 crore in FY25, versus ₹62.00 crore on ₹184.00 crore in FY24.

Business Operations and Investment Profile

Crest Ventures operates as a systemically important non-deposit-taking NBFC, now classified under the Middle Layer and registered with RBI as an Investment and Credit Company. As of September 30, 2025, the company maintained investments of ₹527.00 crore and loans and advances of ₹447.00 crore.

The investment portfolio shows significant concentration, with 68% comprising exposure to group and related entities through equity and debentures, 29% invested in other equity shares, and 3% in mutual funds. The company's lending activities primarily involve ICDs, with 36% extended to related parties and 64% to other entities as of September 30, 2025.

Rating Outlook and Sensitivities

CARE Ratings maintained a stable outlook, considering the maintenance of adequate business and financial parameters supported by improved capitalisation levels, low gearing, and adequate liquidity. The rating agency identified specific factors that could lead to rating actions:

Positive Rating Drivers:

• Sustained improvement in profitability with ROTA of 2.50% or above
• Significant diversification away from real estate segment
• Reduced reliance on short-term ICDs

Negative Rating Triggers:

• Deterioration in profitability and income profile
• Construction or sales delays in real estate projects
• Asset quality deterioration with GNPA ratio exceeding 1.50%
• Increase in overall adjusted gearing above 0.35x

The rating actions reflect CARE Ratings' assessment of Crest Ventures' current financial position and business prospects, providing investors and stakeholders with updated credit risk evaluation for both existing and proposed debt instruments.