Rita Finance & Leasing Limited has announced the resignation of its Chief Financial Officer, Mr. Suhas Somkant Niphadkar, effective from 24th February, 2026. The company formally communicated this development to stock exchanges in compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Details of the Resignation

The company has provided comprehensive details regarding the CFO transition:

Reason for Departure

In his resignation letter dated 24th February, 2026, Niphadkar explained his decision to step down from the CFO position. He cited increasing pre-occupation with other professional assignments as the primary reason, stating that he could no longer devote the required level of time and attention to effectively discharge his responsibilities as Chief Financial Officer.

Niphadkar emphasized that after careful consideration, he believed it was in the best interest of the company to step down from his role. He confirmed that there were no other material reasons beyond those provided for his resignation.

Regulatory Compliance and Impact

The company has fulfilled its regulatory obligations by notifying the relevant stock exchanges about this key managerial personnel change. With Niphadkar's departure, he ceases to be a 'Key Managerial Personnel' of the company under regulation 30(5) for determining the materiality of any event or transaction for making required disclosures to stock exchanges.

Transition and Cooperation

In his resignation letter, Niphadkar expressed appreciation for the support and cooperation extended by the Board, management, and colleagues during his tenure. He described his time with the organization as a valuable professional experience and committed to extending full cooperation during the transition period to ensure smooth handover of responsibilities and ongoing matters.

The resignation was formally accepted by the company's Board of Directors, with Director Sandip Patel (DIN: 10849576) signing the official communication to stock exchanges on behalf of Rita Finance and Leasing Limited.

Rita Finance & Leasing Limited has entered into a strategic Memorandum of Understanding with Aaquaria Fincart Private Limited on 13th February, 2026, marking a significant expansion into advisory and debt syndication services. The MOU outlines the acquisition of a 45% equity stake in Aaquaria Fincart through a share swap arrangement, subject to regulatory approvals and valuation processes.

Transaction Structure and Valuation

The proposed acquisition will be executed through multiple modes to ensure optimal structure and regulatory compliance. The transaction framework includes both preferential allotment and share swap mechanisms.

The valuation process will be conducted by independent SEBI-registered Merchant Bankers, Chartered Accountants, or Registered Valuers. Key valuation considerations include financial performance, client base assessment, brand value, existing business relationships, regulatory positioning, and market comparables.

Share Pricing and Consideration

Rita Finance has established clear pricing parameters for the equity shares to be issued under this arrangement. The company proposes to issue shares at a minimum price structure that ensures compliance with regulatory requirements.

The share pricing remains subject to SEBI ICDR Regulations, Stock Exchange pricing norms, Companies Act 2013 provisions, and applicable RBI guidelines. The consideration will be discharged primarily through share swap, with no cash consideration currently contemplated.

Strategic Business Rationale

Aaquaria Fincart brings substantial value through its specialized financial services portfolio and established market presence. The company operates in debt syndication and financial advisory services with a comprehensive pan-India client base and strong relationships with banks and NBFCs.

The strategic association enables Rita Finance to expand its business footprint across multiple financial service segments:

• Advisory services expansion
• Loan distribution network enhancement
• Debt syndication capabilities
• Pan-India client base access
• Banking and NBFC relationship leverage

Governance and Management Framework

Post-transaction completion, Rita Finance will secure proportional governance rights corresponding to its 45% shareholding. The governance structure includes board nomination rights, participation in strategic decisions, and comprehensive information and inspection rights. Detailed governance arrangements will be formalized through a separate Shareholders' Agreement.

Regulatory Compliance and Approvals

The transaction remains subject to comprehensive regulatory approval processes and due diligence completion. Required approvals span multiple regulatory authorities and internal governance processes.

The MOU maintains a non-binding nature except for confidentiality, governing law, and dispute resolution clauses. Binding obligations will commence upon execution of definitive agreements following successful completion of all conditions precedent.

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