BF Utilities Limited has disclosed receiving a Settlement Order from the Securities and Exchange Board of India (SEBI) dated February 23, 2026, in compliance with Regulation 30 of SEBI Listing Obligations and Disclosure Requirements (LODR) Regulations, 2015.

Settlement Order Details

The company received Settlement Order No. SO/JS/DP2025-26/7871-7873 dated February 23, 2026, which addresses Settlement Application No. 7873/2024 filed by BF Utilities Limited under the SEBI Settlement Proceedings Regulations, 2018. The settlement order is accessible on SEBI's official website at www.sebi.gov.in .

Alleged Violations

The settlement order addresses alleged violations by BF Utilities Limited of multiple regulatory provisions. The company was alleged to have contravened three specific clauses of SEBI circulars and related regulations:

• Clause 49(VII)(D) of SEBI Circular CIR/CFD/POLICY CELL/2/2014 dated April 17, 2014, read with SEBI Circular CIR/CFD/POLICY CELL/7/2014 dated September 15, 2014, along with Regulation 103 of LODR Regulations and Section 21 of Securities Contracts (Regulations) Act, 1956
• Clause 49(VII)(E) of the same SEBI circulars with identical regulatory cross-references
• Clause 49(VIII)(A)(1) of the aforementioned SEBI circulars with similar regulatory provisions

Financial Impact

The primary financial impact on BF Utilities Limited is the settlement amount of ₹36,28,050 paid to SEBI. According to the company's disclosure, there are no other implications arising from the settlement order beyond this monetary payment.

Regulatory Compliance

The disclosure was made pursuant to Regulation 30 read with Schedule III of the LODR Regulations and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/1/3762/2026 dated January 30, 2026. The company secretary Pragati S. Rai signed the disclosure document digitally on February 23, 2026.

BF Utilities Limited, part of the Kalyani Group, is headquartered in Pune, Maharashtra, and operates under CIN L40108PN2000PLC015323. The settlement represents a resolution of regulatory matters without admission of guilt under SEBI's settlement framework.

BF Utilities Limited's Board of Directors approved the company's unaudited consolidated financial results for the quarter and half-year ended September 30, 2025, in a meeting held on February 23, 2026. The Kalyani Group company announced these results under Regulation 33 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.

Board Meeting Outcome

The Board meeting, which commenced at 10:45 hours and concluded at 12:50 hours, considered and approved the quarterly financial results along with the Limited Review Report issued by statutory auditors G. D. Apte & Co., Chartered Accountants. The results have been made available on the company's website at www.bfutilities.com .

Financial Performance Overview

The company demonstrated robust financial performance during the second quarter of FY26, with key metrics showing positive momentum across operations.

Half-Year Performance

For the six-month period ended September 30, 2025, BF Utilities maintained its growth trajectory with consolidated performance reflecting strong operational efficiency.

Segment-wise Revenue Analysis

The company's diversified business model continued to show balanced performance across its two primary segments:

Infrastructure Segment

• Q2FY26 Revenue: ₹22,948.32 lakhs
• Q2FY25 Revenue: ₹21,783.78 lakhs
• Segment Result: ₹16,316.67 lakhs profit before tax and interest

Wind Mills Segment

• Q2FY26 Revenue: ₹905.11 lakhs
• Q2FY25 Revenue: ₹997.01 lakhs
• Segment Result: ₹300.50 lakhs profit before tax and interest

Financial Position and Capital Structure

As of September 30, 2025, BF Utilities maintained a strong balance sheet with total assets of ₹2,54,651.94 lakhs compared to ₹2,42,888.24 lakhs as of March 31, 2025. The company's equity base remained stable with paid-up equity share capital of ₹1,883.38 lakhs, comprising shares with a face value of ₹5 each.

Subsidiary Operations and Strategic Developments

The consolidated results include performance from key subsidiaries including Nandi Infrastructure Corridor Enterprise Ltd. (74.52% ownership), Nandi Highway Developers Ltd. (69.53% ownership), and BFUL Resources Pvt. Ltd. (100% ownership). Notably, the toll operations of subsidiary Nandi Highway Developers Limited concluded on September 7, 2024, following the completion of its concession agreement term.

Operational Highlights

During the quarter, BF Utilities demonstrated effective cost management with total expenses of ₹9,216.21 lakhs compared to ₹10,222.73 lakhs in the corresponding previous quarter. The company's finance costs decreased to ₹1,958.39 lakhs from ₹3,011.33 lakhs year-over-year, reflecting improved financial efficiency.

The results were subject to limited review by statutory auditors G. D. Apte & Co., Chartered Accountants, in compliance with Regulation 33 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.