The National Company Law Tribunal (NCLT) Mumbai Bench approved merger between Kashmira Investment and Leasing Private Limited and Ventura Guaranty Limited has reached completion with the allotment of equity shares to eligible shareholders.

Share Allotment Implementation

The Board of Directors of Ventura Guaranty Limited, at its meeting held on January 5, 2026, approved the allotment of 6,58,745 equity shares of face value ₹10.00 each to shareholders of Kashmira Investment and Leasing Private Limited. The allotment follows the merger scheme ratio of 84 fully paid-up equity shares of the transferee company for every 100 fully paid-up equity shares held in the transferor company.

Updated Capital Structure

Following the share allotment, Ventura Guaranty Limited's paid-up equity share capital has increased significantly. The newly allotted shares rank pari-passu with existing equity shares and are proposed for listing and trading on BSE Limited.

Allottee Distribution

The share allotment has been distributed among five beneficiaries, with the majority allocation going to individual shareholders and one institutional investor.

Merger Timeline Completion

The share allotment represents the final implementation phase of the NCLT-approved merger scheme that began with regulatory approval on November 17, 2025. The merger became effective on December 10, 2025, with the record date fixed as December 20, 2025, for determining eligible shareholders.

Regulatory Compliance

Ventura Guaranty Limited has maintained full compliance with SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, under Regulation 30. The company has filed all necessary documentation and maintained transparent communication with stakeholders throughout the merger process. The disclosure has been uploaded on the company's website at www.venturaguaranty.com for public access.

The successful completion of this merger by absorption strengthens Ventura Guaranty Limited's market position while ensuring all regulatory requirements are met and shareholder interests are protected through the structured allotment process.

Ventura Guaranty Limited , a prominent player in the financial services sector, has reported mixed results for the second quarter of fiscal year 2025-26. The company's consolidated net profit saw a significant decline, while revenue remained relatively stable.

Key Financial Highlights

Quarterly Performance Analysis

Ventura Guaranty's consolidated net profit for the quarter ended September 30, 2025, declined by 24% to Rs 451.18 lakhs, compared to Rs 593.13 lakhs in the same period last year. This significant drop in profitability comes despite a relatively stable total revenue, which stood at Rs 5,900.82 lakhs, marginally lower than the Rs 5,945.07 lakhs reported in the corresponding quarter of the previous year.

The company's basic earnings per share (EPS) also decreased to Rs 12.60 from Rs 16.41 year-on-year, reflecting the impact of the reduced profitability on shareholder returns.

Half-Year Performance

While the quarterly results show a decline, Ventura Guaranty's half-year performance paints a more positive picture:

• Net profit for H1 FY2025-26 rose by 175% to Rs 1,633.66 lakhs
• This substantial increase in half-yearly profit suggests a strong performance in the first quarter of the fiscal year, which helped offset the weaker second quarter results

Financial Position

As of September 30, 2025, Ventura Guaranty's financial position remains robust:

• Total assets stood at Rs 97,401.21 lakhs
• Cash and cash equivalents were reported at Rs 17,406.84 lakhs
• The company maintained a strong equity position with total equity of Rs 35,730.60 lakhs

Looking Ahead

While the quarterly results show a decline in profitability, the strong half-year performance indicates that Ventura Guaranty has the potential for recovery. Investors and analysts will likely be watching closely to see if the company can rebound in the coming quarters and maintain the positive trajectory seen in its half-year results.

The company's ability to maintain stable revenue despite the profit decline may be seen as a positive sign, suggesting that its core business remains solid. However, the reasons behind the increased costs or reduced margins that led to the profit decline will be of interest to stakeholders.

Ventura Guaranty's performance in the coming quarters will be crucial in determining whether the Q2 results represent a temporary setback or if they signal a more persistent challenge for the company.