ProFin Capital Services EGM Results: Bonus Issue Approved, Share Capital Rejected

Pro Fin Capital Services Ltd. has disclosed the voting results of its Extraordinary General Meeting (EGM) held on December 23, 2025, revealing mixed outcomes for the two special resolutions. While shareholders approved the 1:1 bonus share issue, they rejected the proposal to increase authorized share capital, according to the scrutinizer's report submitted under Regulation 44 of SEBI regulations.

EGM Voting Results Overview

The EGM, conducted at the company's registered office in Mumbai, saw participation from shareholders holding a total of 5,30,39,718 shares. Scrutinizer Mr. Shailendra Kumar Dwivedi of M/s. SK Dwivedi Associates oversaw the voting process, which included both remote e-voting and physical ballot voting at the meeting venue.

Meeting Details:	Information
Meeting Date:	December 23, 2025
Meeting Time:	11:30 AM IST
Total Participating Shares:	5,30,39,718 shares
Scrutinizer:	Mr. Shailendra Kumar Dwivedi
Service Provider:	National Securities Depository Limited (NSDL)

Resolution-wise Voting Outcomes

Resolution 1: Authorized Share Capital Increase - REJECTED

The proposal to increase authorized share capital and alter the capital clause of the Memorandum of Association was rejected by shareholders.

Voting Method:	Votes in Favour	Votes Against	Result
Remote E-voting:	5,30,39,445 (100.00%)	60 (0.00%)	-
Ballot at EGM:	183 (0.21%)	30 (0.00%)	-
Overall Status:	-	-	REJECTED

Resolution 2: Bonus Share Issue - APPROVED

Shareholders overwhelmingly approved the 1:1 bonus share issue proposal with unanimous support.

Voting Method:	Votes in Favour	Votes Against	Result
Remote E-voting:	5,30,39,445 (100.00%)	0 (0.00%)	-
Ballot at EGM:	213 (100.00%)	0 (0.00%)	-
Overall Status:	5,30,39,658 (100.00%)	0 (0.00%)	APPROVED

Bonus Issue Implementation Details

With the approval of the bonus share issue, the company will proceed with the 1:1 bonus distribution as originally planned.

Bonus Issue Parameters:	Details
Bonus Ratio:	1:1 (One new share for every existing share)
Current Paid-up Shares:	2,96,29,71,630 shares
Post-Bonus Shares:	5,92,59,43,260 shares
Capitalization Amount:	₹29.63 crores
Source of Funds:	Free reserves and retained earnings
Available Reserves:	₹53.18 crores

Regulatory Compliance and Next Steps

The voting results have been disclosed to BSE Limited under Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company provided comprehensive voting facilities including electronic voting through NSDL's platform and physical ballot voting at the EGM venue.

Despite the rejection of the authorized share capital increase proposal, the approved bonus issue will proceed as planned. The company maintains sufficient reserves of ₹53.18 crores to implement the bonus issue requiring ₹29.63 crores for capitalization, ensuring the corporate action can be completed without the need for additional authorized capital at this time.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-1.35%	-3.74%	-3.74%	-3.74%	-3.74%	-3.74%

Pro Fin Capital Services Limited , a prominent player in the financial services sector, has released its unaudited financial results for the quarter ended September 30, 2025, showcasing notable changes in its financial position.

Key Financial Highlights

The company's financial statement reveals significant shifts in various aspects of its balance sheet:

Particulars	As of Sept 30, 2025 (₹ in lakhs)	As of Year-End (₹ in lakhs)	Change
Total Assets	39,276.76	37,649.01	+4.32%
Loans & Advances	36,312.15	34,641.53	+4.82%
Cash and Cash Equivalents	27.88	49.92	-44.15%
Trade Payables	3,726.08	0.00	N/A
Borrowings	25,870.14	29,882.37	-13.43%
Total Equity	8,637.53	7,045.96	+22.59%

Analysis of Financial Position

Asset Growth

ProFin Capital Services has demonstrated growth in its asset base, with total assets increasing by 4.32% to ₹39,276.76 lakhs. This growth is primarily driven by a 4.82% increase in loans and advances, which now stand at ₹36,312.15 lakhs.

Liquidity and Payables

The company's liquidity position shows a decrease, with cash and cash equivalents reducing from ₹49.92 lakhs to ₹27.88 lakhs. This reduction might be attributed to the expansion of the loan portfolio.

A notable change in the company's financial structure is the significant increase in trade payables, which rose from zero to ₹3,726.08 lakhs. This increase could indicate changes in the company's operational or financial strategies.

Borrowings and Equity

The company has reduced its borrowings by 13.43%, now standing at ₹25,870.14 lakhs, which might suggest a strategic move towards reducing debt or improving the debt-to-equity ratio.

ProFin Capital's total equity has seen a substantial increase of 22.59%, reaching ₹8,637.53 lakhs. This growth is primarily due to an increase in other equity, which rose from ₹4,082.99 lakhs to ₹5,674.56 lakhs, indicating retained earnings or other forms of capital appreciation.

Auditor's Review

K.S. Subrahmanyam & Co., Chartered Accountants, conducted a limited review of the financial results. The auditors stated that nothing has come to their attention that causes them to believe that the financial results are not prepared in accordance with applicable accounting standards and other recognized accounting practices and policies.

Management Commentary

Abhay Gupta, Director of ProFin Capital Services Limited, confirmed that the Board of Directors approved these unaudited financial results in their meeting held on November 3, 2025.

Conclusion

The financial results demonstrate ProFin Capital Services' focus on expanding its loan portfolio while managing its liabilities. The significant increase in equity suggests improved financial stability and potential for future growth. However, investors and stakeholders should note that these are unaudited results and may be subject to changes upon final audit.