SBFC Finance Limited's Board of Directors has approved a significant leadership restructuring, re-designating Managing Director and CEO Aseem Dhru as Executive Vice-Chairman for a five-year term. The decision was made during a board meeting held on February 3, 2026, based on recommendations from the Nomination and Remuneration Committee.

Leadership Transition Details

The re-designation comes as a modification to earlier announced changes. In January 2026, the company had intimated Dhru's resignation from the Managing Director and CEO position effective March 31, 2026, with his initial re-designation as Non-Executive Non-Independent Director and Vice-Chairman from April 1, 2026.

Board's Rationale

The Board noted that Dhru will continue to be actively involved in the company's affairs as it pursues its goal of becoming a market leader serving the small business segment in small towns across India. To appropriately reflect the nature and continuity of his involvement, the Board decided to modify his designation from Non-Executive to Executive Vice-Chairman.

Shareholder Approval Process

The company will seek shareholder approval through postal ballot in accordance with Sections 110 and other applicable provisions of the Companies Act, 2013, read with the Companies (Management and Administration) Rules, 2014. The cut-off date for ascertaining the list of members eligible to receive the postal ballot notice and for reckoning voting rights has been fixed as January 30, 2026.

Executive Profile

Aseem Dhru brings extensive experience to his new role, having been associated with SBFC Finance since September 28, 2017. He holds a bachelor's degree in commerce from Gujarat University and is a member of the Institute of Chartered Accountants of India, certified by the Institute of Cost and Works Accountants of India.

Regulatory Compliance

The board meeting commenced at 8.15 AM IST and concluded at 8.35 AM IST on February 3, 2026. All required disclosures under Regulation 30 of SEBI Listing Regulations have been made, and the intimation has been uploaded on the company's website. Dhru is not debarred from holding the office of Director by virtue of any order from SEBI or other authorities.

Strategic Vision

In his letter to the Board, Dhru emphasized SBFC Finance's mission to build an institution that delivers societal value with profits through market cycles. He highlighted the company's focus on strong governance, processes, and compliance culture, built over eight years as a foundation for sustainable business growth with robust credit and risk management frameworks.

SBFC Finance Limited has successfully completed the allotment of 381,418 equity shares to employees under its various Employee Stock Option Policy (ESOP) schemes on January 29, 2026. The allotment was executed pursuant to the approval of the Stakeholders Relationship Committee and in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

ESOP Allotment Details

The share allotment was conducted across four distinct ESOP schemes, generating substantial exercise money for the company:

The exercise prices varied significantly across the schemes, ranging from Rs. 40 per share for the 2021 policies to Rs. 87.33 per share for the 2023 III policy, reflecting different grant periods and market conditions.

Impact on Share Capital

The allotment has resulted in a notable increase in the company's issued and paid-up equity share capital:

Regulatory Compliance and Share Characteristics

All equity shares allotted under the various ESOP schemes carry the ISIN number INE423Y01016 and will rank pari-passu with the existing equity shares of the company in all respects. The shares have been issued in dematerialized form with no lock-in restrictions applicable.

The company has filed the necessary documentation with both BSE Limited and National Stock Exchange of India Limited, where SBFC Finance's shares are listed. The filing numbers for the various schemes range from submissions made in September 2023 to April 2024, demonstrating the systematic implementation of the employee benefit programs.

Employee Benefit Initiative

This substantial ESOP allotment represents SBFC Finance's commitment to employee participation in the company's growth. The exercise of stock options across multiple schemes indicates strong employee confidence in the company's prospects and provides them with an opportunity to participate in the organization's value creation.