Religare Enterprises Limited has announced its unaudited financial results for the quarter and nine months ended December 31, 2025. The Board of Directors approved these results during their meeting held on February 14, 2026, which commenced at 12:05 P.M. and concluded at 01:42 P.M.

Financial Results Overview

The company has released both standalone and consolidated financial results for Q3 FY26, which have been subjected to limited review by the statutory auditors M/s J C Bhalla & Co. The results were prepared in accordance with Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Equity Share Allotments

During the quarter ended December 31, 2025, Religare Enterprises made significant equity share allotments that impacted its capital structure:

ESOP Allotments:

• Allotted 1,01,000 equity shares under "Religare Enterprises Limited Employees Stock Option Plan 2019"
• Exercise price ranged from Rs. 39.55 per share to Rs. 159.25 per share
• Face value of Rs. 10 per share

Warrant Conversion:

• Allotted 19,85,816 shares at Rs. 235 per share
• Conversion from share warrants during the quarter
• Shares allotted on December 05, 2025

Updated Capital Structure

Following these allotments, the company's equity capital structure has been updated:

• Paid-up Equity Capital: Rs. 33,274.05 lakhs
• Total Equity Shares: 33,27,40,479 shares
• Face Value: Rs. 10 per share

Preferential Allotment Details

The company had earlier approved a significant preferential allotment program:

• Total Warrants Approved: 6,38,29,782 warrants
• Issue Price: Rs. 235 per warrant
• Total Consideration: Rs. 14,99,99,98,770
• Shareholder Approval: 83.79% majority in EGM held August 08, 2025
• Upfront Payment Received: Rs. 37,500 lakhs (25% of total consideration)
• Additional Payment: Rs. 3,500 lakhs received during Q3 FY26

Regulatory and Operational Updates

The company continues to operate under certain regulatory constraints and ongoing reviews:

Dividend Restrictions:

• Company remains barred from declaring dividends as per RBI letter issued in December 2019

Governance Review:

• Ongoing governance review of the company and subsidiaries Religare Finvest Limited (RFL) and Religare Housing Development Finance Corporation Limited (RHDFCL)
• External law firm engaged for conducting the review
• Objective to review past operating practices and suggest improvements

Labour Code Impact:

• Government of India notified four Labour Codes effective November 21, 2025
• Incremental impact on gratuity of Rs. 27.62 lakh and leave encashment of Rs. 12.93 lakh
• Impact charged to profit and loss account for the quarter

Segment Reporting Changes

The company has modified its segment reporting structure during the period:

• Previous Structure: Investment & Financing Activities and Support Services
• New Structure: Investment & Financial Activities bifurcated into lending, broking, insurance, and other investment activities
• Support Services aggregated into Investment & Financing Activities
• Comparative information restated accordingly

The financial results demonstrate Religare Enterprises' continued focus on regulatory compliance and corporate governance improvements while managing its capital structure through strategic equity allotments.

Religare Enterprises Limited's Board of Directors has approved significant operational changes during its meeting held on February 14, 2026, including the relocation of its registered office from Delhi to Haryana and modifications to record-keeping locations.

Board Meeting Details and Approvals

The board meeting commenced at 12:05 P.M. and concluded at 01:42 P.M. on February 14, 2026, where directors considered and approved three key resolutions related to the company's operational structure.

Registered Office Relocation

The board approved shifting the company's registered office from its current location in New Delhi to Gurugram, Haryana. This relocation will result in a jurisdictional change from the Registrar of Companies, Delhi to the Registrar of Companies, Haryana.

Memorandum of Association Amendment

Consequent to the registered office shift, the board approved alterations to Clause II of the Memorandum of Association. The existing clause will be substituted with: "The registered office of the Company will be situated in the State of Haryana." This amendment requires approval from company members and other regulatory authorities.

Books of Account Location Change

The board also approved shifting the address where Books of Account, other relevant Books and Papers (including Secretarial Records, Minutes, Registers), and Financial Statements are maintained. The records will be moved from Tower B to Tower A within the same complex.

Regulatory Approvals Required

All approved changes are subject to multiple approvals including consent from company members at a General Meeting, the Regional Director of Ministry of Corporate Affairs, Government of India, Northern Region, Delhi, and other appropriate regulatory authorities. The company has communicated these decisions to both NSE and BSE as per regulatory requirements under Regulation 30.