GDL Leasing & Finance Ltd. has announced the resignation of its Company Secretary and Compliance Officer, Ms. Reetu, effective from the closure of business hours on January 31st, 2026. The company informed BSE Limited about this key managerial personnel change through a formal communication dated February 2nd, 2026, in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Resignation Details

Ms. Reetu submitted her resignation from the position of Company Secretary and Compliance Officer due to personal reasons. The resignation was formalized through a letter addressed to the Board of Directors, expressing gratitude for the opportunities and professional exposure provided during her tenure with the company.

Regulatory Compliance

The company has fulfilled its disclosure obligations by providing the required details pursuant to SEBI regulations and Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123. The formal communication includes comprehensive documentation of the personnel change and adherence to statutory requirements.

Next Steps

In her resignation letter, Ms. Reetu requested the Board to initiate necessary compliance procedures, including:

• Filing requisite e-forms with the Registrar of Companies
• Making appropriate intimations to BSE and other statutory authorities
• Completing all regulatory formalities as applicable

Company Information

GDL Leasing & Finance Ltd. operates from its head office located at 206, Vardhman Diamond Plaza, Paharganj, New Delhi-110055. The company trades on BSE under scrip code 530855 and maintains its corporate identity number as L74899DL1994PLC057107. The resignation communication was signed by Managing Director Prem Kumar Jain (DIN: 01151409), confirming the company's commitment to transparent corporate governance practices.

GDL Leasing & Finance Limited has officially withdrawn its proposed preferential issue of 49.50 lakh convertible warrants worth ₹5.54 crores after the resolution failed to secure the requisite majority of shareholder votes at the Extraordinary General Meeting (EGM) held on December 9, 2025.

EGM Outcome and Voting Results

The company conducted its EGM on December 9, 2025, through Video Conferencing (VC) and Other Audio Video Means (OAVM) at 3:00 PM, chaired by Mr. Prem Kumar Jain, Managing Director. Despite having 19 members in attendance, the Special Resolution for the preferential warrant issue did not receive the required majority support from shareholders.

Proposed Warrant Issue Details

The rejected proposal involved issuing convertible warrants on a preferential basis to both promoter and non-promoter categories. The detailed parameters of the withdrawn issue were:

Official Withdrawal Communication

On December 24, 2025, the company formally communicated the withdrawal to BSE Limited through a regulatory filing signed by Mr. Atul Jain, Director cum Chief Financial Officer. The communication confirmed that the Special Resolution set out in Item No. 2 of the EGM Notice did not receive the requisite majority of votes as required under the Companies Act, 2013 and SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Impact on Regulatory Compliance and Business Plans

The withdrawal significantly impacts the company's strategic objectives, particularly its plan to achieve the Net Owned Fund requirement of ₹10 crores as mandated by RBI Notification dated March 17, 2022. The proposed funds were also earmarked for working capital requirements, business expansion, and general corporate purposes.

Listing Application Status

The company has confirmed that the listing application for the proposed warrants, which was pending with BSE and under review, will also be withdrawn following prescribed procedures. This marks the complete cancellation of the preferential issue initiative.

Previous Corporate Developments Context

The failed warrant issue represents a setback to GDL Leasing & Finance's expansion strategy, which had included recent leadership changes with Mr. Atul Jain's appointment as CFO and strategic acquisitions of Karma Fintech Private Limited and Accredit Marketplace Private Limited. The company had reported revenue from operations of ₹113.43 lakhs and profit after tax of ₹16.88 lakhs for the quarter ended September 30.

The withdrawal of this significant fundraising initiative may require the company to explore alternative financing options to meet its regulatory compliance requirements and support its growth objectives.