Sammaan Capital Limited announced that its board of directors approved a comprehensive scheme of arrangement on December 31, 2025, involving the demerger of its wholly-owned subsidiary Sammaan Finserve Limited's NBFC business. The board meeting, held from 2:30 p.m. to 4:30 p.m. IST, considered recommendations from both the Audit Committee and Independent Directors Committee before approving the restructuring plan.

Demerger Structure and Financial Impact

The scheme involves transferring SFL's entire NBFC business undertaking to Sammaan Capital Limited on a going-concern basis. The financial significance of this move is substantial, with SFL's demerged undertaking generating significant revenue for the group.

Strategic Rationale and Business Expansion

The demerger aligns with Sammaan Capital's strategic repositioning following its $1 billion investment agreement with Avenir Investment RSC Ltd, owned by International Holding Company PJSC. The company has been aggressively scaling SFL's operations since September 2024, expanding from 32 branches with 287 employees to 107 branches with 1,016 employees.

Key strategic objectives include:

• Consolidation of lending operations under a single entity
• Creation of a simpler organizational structure
• Enhanced operational clarity and improved governance
• Enabling pursuit of opportunities across financial services
• Complete regulatory and statutory compliance

Operational Transformation and Future Structure

Post-demerger, Sammaan Capital will operate as a full-suite NBFC offering comprehensive mortgage-backed loans, while SFL will focus on non-lending financial services. The restructuring leverages International Holding Company's extensive expertise in financial services and fintech domains.

Regulatory Compliance and Shareholding

The scheme operates under Sections 230 to 232 of the Companies Act, 2013, subject to necessary regulatory consents. Since SFL is a wholly-owned subsidiary, no changes in shareholding patterns are expected for either entity.

The demerger represents a significant step in Sammaan Capital's evolution toward becoming a multi-product NBFC, positioning the company to capitalize on opportunities across the broader financial services landscape while maintaining regulatory compliance and operational efficiency.

Sammaan Capital Limited has announced the completion of interest payments across two secured redeemable non-convertible debenture series. The company made this disclosure on December 31, 2025, in compliance with SEBI Regulation 57 regarding debenture payments and redemptions.

Interest Payment Details Across Two Series

The company successfully completed interest payments totaling ₹4.83 lakhs across two different NCD series, both with monthly payment frequency. The payments were processed on December 31, 2025, ahead of the January 3, 2026 due date, demonstrating the company's commitment to timely debt servicing.

Payment Structure and Compliance

Both NCD series maintain monthly interest payment frequency with no changes reported during their tenure. The interest payment record date was set as December 19, 2025, with the last interest payment made on December 3, 2025. The company reported no delays or defaults in any of the payment obligations.

Regulatory Framework and Market Position

Sammaan Capital Limited made this disclosure pursuant to Regulation 57 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and SEBI Master Circular dated May 21, 2024. The debentures were issued through public issue and are listed on both NSE and BSE with scrip codes SAMMAANCAP and 535789 respectively.

Company Secretary Amit Jain digitally signed the regulatory filing, confirming the successful completion of all interest payment obligations across the two NCD series. This demonstrates the company's continued adherence to regulatory requirements and commitment to maintaining investor confidence in its debt securities portfolio.