Leadership, stewardship and statutory accountability.
To The Members,
Your directors are pleased to present the 30th Annual Report together with the Audited Financial Statements for the Financial Year ended on 31st March, 2026.
1. PREAMBLE:
Your company was incorporated as a Private Limited Company under the Companies Act, 1956 in the name and style of "Usha Financial Services Private Limited" bearing Certificate of Incorporation Number (CIN) U74899DL1995PTC068604 issued by the Registrar of Companies, Delhi dated May 16, 1995. Further, the Company was converted into a Public Limited Company in pursuance of a special resolution passed by members at the Extra-Ordinary General Meeting held on June 03, 2022, and the name changed from "Usha Financial Services Private Limited" to "Usha Financial Services Limited". The Registrar of Companies, Delhi issued a new certificate of incorporation consequent upon conversion dated October 12, 2022 with updated CIN i.e. U74899DL1995PLC068604.
Further, your company got listed on the Emerge platform of the National Stock Exchange of India Limited (NSE) vide listing approval letter dated 31st October, 2024. Consequently, the CIN of the company further changed to L74899DL1995PLC068604.
The Annual Report for 2025-26 covers information on Usha Financial Services Limiteds business segments, along with associated activities that enable short, medium and long-term value creation.
VISION
To be the market leader and able to empower our customers and businesses to achieve their financial goals through innovative, accessible and customer-centric solutions. We also embark upon providing services to unserved sections through financial alliances.
MISSION
To provide innovative, reliable, and accessible financial solutions that empower individuals and businesses to achieve their financial aspirations, while maintaining the highest standards of integrity, customer service, and social responsibility.
MOTTO: "WE SUPPORT YOUR GOALS"
Since inception of this Company, weve been driven by one single, purposeful goal INVESTING IN THE SMALLEST DREAMS.
REPORTING PERIOD:
The period under report comprises of the period starting from 1st April 2025 to 31st March 2026 (inclusive of both the dates).
2. FINANCIAL RESULTS:
The Financial performance of your Company for the Financial Year ended on 31st March, 2026 and the corresponding figures for the last year is summarized below:
(Amount in Rs. Lakhs)
| Particulars | Year Ended 31.03.2026 (As per IndAS) | Year Ended 31.03.2025 (As per IndAS) | Year Ended 31.03.2025 (As per GAAP) |
| Revenue from Operations | 7,113.41 | 6,096.11 | 5,963.44 |
| Other Income | 17.33 | 3.99 | 98.90 |
| Less: Total Expenditure | 4,076.48 | 4,333.44 | 4,245.34 |
| Profit before Tax | 3,054.26 | 1,766.66 | 1,817.00 |
2025-26
| Particulars | Year Ended 31.03.2026 (As per IndAS) | Year Ended 31.03.2025 (As per IndAS) | Year Ended 31.03.2025 (As per GAAP) |
| Less: Provision for Taxation (Including Current tax, Deferred Tax & Income Tax of earlier Years) | 808.24 | 431.80 | 436.89 |
| Profit after Tax | 2,246.02 | 1,334.86 | 1,380.11 |
| Provision for transfer to Statutory Reserve Fund (RBI Norms) | 449.20 | 266.97 | 276.02 |
Note: The company was preparing the financial statements in accordance with GAAP till the previous financial year i.e., 2024-25. Due to increase in the paid-up capital beyond Rs. 25 crores, the company was required to comply with the compliances as applicable for the Main Board. Therefore, the financial statements for this year have been prepared in accordance with the IndAS.
3. RESERVES & SURPLUS:
The balance of statement of profit & loss account is Rs. 6,426.55 lakhs as at 31st March, 2026 which was increased by Rs. 1,800.11 lakhs as compared to the previous financial year.
The balance of Securities Premium Account is Rs. 10,504.01 lakhs as on 31st March 2026 which was decreased by Rs. 2,306.11 lakhs as compared to the previous financial year.
The aggregate amount of Rs. 18,620.05 lakhs carried forward to the Balance Sheet.
4. STATUTORY RESERVE FUND:
During the year, the Company has transferred Rs. 449.20 lakhs being 20% of Net Profits to the Statutory Reserve in accordance with the provisions of Section 45-IC of Reserve Bank of India Act, 1934.
5. PROVISION FOR STANDARD ASSETS:
The Company has transferred Rs. 8.29 lakhs to the provision for standard assets during the year. With this transfer, the closing balance of the provision for standard assets stands at Rs. 94.17 lakhs, which is in line with the regulatory requirement of 0.25% of standard assets.
6. CHANGE IN THE NATURE OF BUSINESS
There has been no change in the nature of the business of the Company during the financial year ended March 31, 2026.
7. STATE OF AFFAIRS AND PERFORMANCE REVIEW OF THE COMPANY
The Company is carrying out the business as non-deposit taking Non-Banking Finance Company for which the Certificate of Registration (RBI B-14.02818 dated 04.01.2003) has been obtained from Reserve Bank of India, New Delhi. The company was preparing the financial statements in accordance with GAAP till the previous financial year i.e., 2024-25. Due to increase in the paid-up capital beyond Rs. 25 crores, the company was required to comply with the compliances as applicable for the Main Board. Therefore, the financial statements for this year have been prepared in accordance with the IndAS.
The brief about the state of Affairs is provided hereunder:
Gross revenue from operations of the Company is Rs. 7,113.41 Lakhs in FY 2025-26. Total Loans and Advances stood at Rs. 39,608.38 Lakhs as on March 31, 2026, negative Growth of 3.69% (AUM - Rs. 41,070.17 Lakhs) as compared to the previous financial year. Net Worth stood at 22,967.58 Lakhs as on March 31, 2026 showing increase of 10.15% as compared to the previous financial year. Capital Adequacy Ratio (CRAR) increased by 3.47%. Total Loans disbursed in FY 2025-26 was Rs. 50,929.18 lakhs as compared to Rs 47,352.10 lakhs in FY 2024-25 i.e. increase by 7%. Companys Leverage Ratio stands 0.87 times (against 7 times prescribed by RBI). The Companys operations are spread across 31 states and Union Territories. The company has over 25,956 borrowers out of which 51.46% are women borrowers.
8. MAJOR EVENTS DURING THE YEAR
The Board of Directors of the Company at their meeting held on 10th June, 2025, based on the recommendation of the Nomination and Remuneration Committee, approved the following increase in the remuneration of Key Managerial Personnel / Senior Management of the Company:
Remuneration of Mr. Rajesh Gupta, Managing Director of the Company increased from Rs. 48,00,000/- (Rupees Forty-Eight Lakhs Only) per annum to Rs. 60,00,000/- (Rupees Sixty Lakhs Only) per annum; Remuneration of Mrs. Geeta Goswami, CEO and Director of the Company increased from Rs. 36,00,000/- (Rupees Thirty-Six Lakhs Only) per annum to Rs. 48,00,000/- (Rupees Forty-Eight Lakhs Only) per annum;
Remuneration of Ms. Kritika Goswami, Company Secretary and Compliance Officer of the Company increased from Rs. 6,60,000/- (Rupees Six Lakhs Sixty Thousand Only) per annum to Rs. 9,00,000/- (Rupees Nine Lakhs Only) per annum; Remuneration of Mr. Prashant Raghuvanshi, Chief Financial Officer of the Company increased from Rs. 14,40,000/- (Rupees Fourteen Lakhs Forty Thousand Only) per annum to Rs. 19,80,000/- (Rupees Nineteen Lakhs Eighty Thousand Only) per annum.
The Board of Directors of the Company at their meeting held on 10th June, 2025, based on the recommendation of the Audit Committee, approved the appointment of M/s Rajeev Shagun Gupta & Co., Chartered Accountants (Firm Registration No. 018530N) as the Statutory Auditors of the Company to fill the casual vacancy caused due to the resignation of M/s KRA & Co., Chartered Accountants from the office of Statutory Auditors of the Company with effect from 14th May, 2025. The said appointment was thereafter approved by the members of the Company in the Extra-Ordinary General Meeting held on 06th August, 2025 and the said firm held office till the conclusion of the ensuing Annual General Meeting. The Company made the necessary disclosure regarding such resignation to the Stock Exchange in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Further, based on the recommendation of the Audit Committee, the Board of Directors approved the appointment / re-appointment of M/s Rajeev Shagun Gupta & Co., Chartered Accountants as the Statutory Auditors of the Company for a term of five consecutive years, to hold office from the conclusion of the 29th Annual General Meeting till the conclusion of the 34th Annual General Meeting, subject to the approval of the members. The said appointment was approved by the members of the Company in the 29th Annual General Meeting held on 30th September, 2025.
The Board of Directors of the Company at their meeting held on 10th June, 2025, based on the recommendation of the Nomination and Remuneration Committee, approved the re-appointment of Mr. Pankaj Jain (DIN: 00257801) as an Independent Director of the Company for a second term of one year and Mrs. Nimisha Jain (DIN: 10651632) as an Independent Director of the Company for a second term of two years, subject to the approval of the members of the Company. The said re-appointments were thereafter approved by the members of the Company in the Extra-Ordinary General Meeting held on 06th August, 2025.
The approval of the Board of Directors and the members of the Company was obtained in the meetings held on 07th July, 2025 and 06th August, 2025 respectively for increase in the Authorized Share Capital of the Company from existing capital of Rs. 26,00,00,000/- (Rupees Twenty-Six Crores Only) divided into 2,60,00,000 (Two Crores Sixty Lakhs) Equity Shares of Rs. 10/- each to Rs. 44,00,00,000/- (Rupees Forty-Four Crores Only) divided into 4,40,00,000 (Four Crores Forty Lakhs) Equity Shares of Rs. 10/- each, ranking pari passu in all respects with the existing equity shares of the Company.
Consequently, Clause V of the Memorandum of Association of the Company was substituted with a new clause reflecting the revised authorized share capital and the Company adopted the amended Memorandum of Association after obtaining the requisite approvals.
The Company has issued and allotted 2,17,37,631 Equity Shares as Bonus Shares in the proportion of 1:1 i.e. 1 (One) new fully paid-up equity share for every 1 (One) existing fully paid-up equity share held by them. The said issue was approved by the Board of Directors of the Company in the Board Meeting held on 07th July, 2025. Thereafter, necessary documents were filed with the Stock Exchange on 11th July, 2025 for obtaining the in-principle approval for the said bonus issue. The issue was also approved by the members of the Company in the Extra-Ordinary General Meeting held on 06th August, 2025. Subsequently, the in-principle approval was obtained from the Stock Exchange vide letter dated 12th August, 2025.
Further, the bonus shares were allotted to all the members existing on the record date i.e. 19th August, 2025, after obtaining approval of the Board of Directors in their meeting held on 20th August, 2025.
The Board of Directors, based on the recommendation of the Audit Committee, approved the appointment of M/s NGSG & Associates, Chartered Accountants (Firm Registration No. 027685N), as the Internal Auditors of the Company for the financial year 2025-26 to conduct the internal audit of the Company in accordance with the applicable provisions of the Companies Act, 2013 and other applicable laws.
The Board of Directors in their meeting held on 02nd September, 2025, based on the recommendation of the Audit Committee, approved the appointment of M/s Priya Binani & Associates, Practicing Company Secretaries, as the Secretarial Auditors of the Company for a period of five years, subject to the approval of the members, wherever applicable. The said appointment was also approved by the members of the Company in the 29th Annual General Meeting held on 30th September, 2025.
The company has started co-lending through Lending Service Providers (LSPs) using their digital platforms in accordance with Digital Lending Guidelines. The co-lending arrangements were entered into by the Company with Vaibhav Vyapar Private Limited and FatakPay Digital Private Limited. Subsequently, the Board of Directors of the Company also approved the lending through its own Digital Lending Application named "Kreditcall".
In line with its business expansion plan and operational requirements, the Company expanded its branch network during the financial year 2025-26 by establishing 14 new branches at different locations. Further, the Gabhana Branch was subsequently merged with the Pahasu Usha Branch in accordance with the operational requirements of the Company.
During the financial year under review, Mr. Anoop Garg (DIN: 01941972) resigned from the office of Executive Director of the Company due to pre-occupation. The Board of Directors took note of his resignation and placed on record its appreciation for the valuable guidance and contribution made by him during his tenure with the Company.
During the financial year under review, based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company gave approval in their meeting held on 07th February, 2026 to designate Mr. Rajesh Gupta (DIN: 01941985), Managing Director of the Company, as the Chairman-cum-Managing Director (CMD) of the Company with immediate effect.
During the financial year under review, the Company had passed a Resolution by Circulation dated 26th February, 2026, in accordance with the provisions of Section 175 of the Companies Act, 2013, for the appointment of Mr. Nitesh Kumar Jha (DIN: 09753494) as an Additional Independent Director on the Board of the Company with effect from 26th February, 2026. The said appointment was subsequently regularized by the members of the Company in the Extra-Ordinary General Meeting held on 15th May, 2026 in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
9. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THIS REPORT:
The following changes have occurred between the end of the financial year to which the financial statements relate and the date of this Report but their impact on financial position of the company is not determinable:
The Board of Directors of the Company at their meeting held on 20th April, 2026, approved, subject to the approval of the Members of the Company, enhancement in the borrowing limits of the Company under the provisions of Section 180(1)(c) of the Companies Act, 2013 from the existing limit of Rs. 500,00,00,000/- (Rupees Five Hundred Crores Only) to Rs. 1,000,00,00,000/- (Rupees One Thousand Crores Only).
The aforesaid proposal was subsequently approved by the Members of the Company at the Extra-Ordinary General Meeting held on 15th May, 2026.
The Board of Directors of the Company at its meeting held on 21st May, 2026, approved the issue of 12% Secured Redeemable Non-Convertible Debentures (Series-Q) on a private placement basis for an aggregate amount of up to Rs. 7,00,00,000/- (Rupees Seven Crores Only) in accordance with the provisions of the Companies Act, 2013, the rules made thereunder, the SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 and other applicable laws. Pursuant thereto, Company issued Private Placement Offer Letter and completed all necessary statutory and regulatory compliances in connection with the proposed issue.
Subsequently, the Board of Directors at its meeting held on 22nd June, 2026 approved the allotment of 426 (Four Hundred Twenty-Six) 12% Secured Redeemable Non-Convertible Debentures (Series-Q) having a face value of Rs. 1,00,000/- (Rupees One Lakh Only) each, aggregating to Rs. 4,26,00,000/- (Rupees Four Crores Twenty-Six Lakhs Only), to the eligible applicants who had subscribed to the issue pursuant to the Private Placement Offer Letter.
The Board of Directors of the Company at their meeting held on 21st May, 2026, based on the recommendations of the Nomination and Remuneration Committee, approved the revision in remuneration payable to the following Key Managerial Personnel of the Company:
Remuneration of Mr. Rajesh Gupta, Chairman cum Managing Director of the Company increased from Rs. 60,00,000/- per annum to Rs. 1,44,00,000/- per annum; Remuneration of Mrs. Geeta Goswami, CEO and Director of the Company increased from Rs. 48,00,000/- per annum to Rs. 60,00,000/- per annum; Remuneration of Ms. Kritika Goswami, Company Secretary and Compliance Officer of the Company increased from Rs. 9,00,000/- per annum to Rs. 13,20,000/- per annum.
Mr. Prashant Raghuwanshi, Chief Financial Officer and Key Managerial Personnel of the Company, tendered his resignation from the office of Chief Financial Officer due to personal reasons with effect from 03rd April, 2026.
Based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on 20th April, 2026, approved the appointment of M/s NGSG & Associates, Chartered Accountants, as the Internal Auditors of the Company for the Financial Year 2026-27.
The appointment has been made to conduct internal audit of the affairs of the Company and to further strengthen the Companys internal financial controls, risk management framework, governance practices and regulatory compliance systems.
In order to ensure continuity in the financial management and statutory compliances of the Company, the Nomination and Remuneration Committee, the Audit Committee and the Board of Directors, at their respective meetings held on 01st July, 2026, approved the appointment of Mr. Gopal Rawat, Head of Accounting Department, as the Interim Chief Financial Officer (Interim CFO) and Key Managerial Personnel of the Company with immediate effect. Mr. Gopal Rawat shall hold office as the Interim Chief Financial Officer until the appointment of a regular Chief Financial Officer by the Board of Directors or until such time as may be determined by the Board.
Mr. Nitesh Kumar Jha (DIN: 09753494), who was appointed as an Additional Director (Non-Executive and Independent) of the Company with effect from 26th February, 2026, was regularized as an Independent Director of the Company. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors approved his appointment for a term of two consecutive years commencing from 26th February, 2026 up to 25th February, 2028, subject to the approval of the Members. The Members approved the said appointment at the Extra-Ordinary General Meeting held on 15th May, 2026.
Except as disclosed above, no other material changes and commitments affecting the financial position of the Company have occurred between the end of the Financial Year to which the financial statements relate and the date of this Report.
10. DEPOSITS:
Being a non-deposit taking Non-Banking Financial Company, your Company has not accepted any deposit from the public within the meaning of the provisions of the Master Direction - Non-Banking Financial Companies Acceptance of Public Deposit (Reserve Bank) Directions, 2016, and provisions of the Companies Act, 2013, and shall not accept any deposit from the public without obtaining prior approval of the RBI. Therefore, disclosure required in terms of deposits accepted under Chapter V of the Companies Act, 2013, is not applicable.
11. COMPANYS POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES:
Pursuant to Section 178(3) of the Companies Act, 2013 and Regulation 19(4) read with Part D of Schedule II of the SEBI Listing Regulations, the Board has framed a Remuneration Policy. This policy, inter alia, lays down:
12. THE BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL APPOINTED OR RESIGNED DURING THE YEAR:
As on 31st March, 2026, the composition of the Board of Directors and Key Managerial Personnel is as follows:
2025-26
| S. No. | Name | Designation | Date of Appointment | Number of committees in which Director/KMP is a member | Number of committees in which Director/KMP is Chairperson |
| 1. | Mr. Rajesh Gupta | Chairman cum Managing Director | 18.03.2015 | 3 | - |
| 2. | Mrs. Geeta Goswami | Executive Director | 03.05.2017 | 1 | 1 |
| 3. | Mrs. Nupur Gupta | Non-Executive Director | 10.08.2022 | 1 | - |
| 4. | Mr. Pankaj Jain | Independent Director | 10.06.2024 | 3 | 1 |
| 5. | Mrs. Nimisha Jain | Independent Director | 10.06.2024 | 4 | 2 |
| 6. | Mr. Nitesh Kumar Jha | Independent Director | 26.02.2026 | - | - |
| 7. | Ms. Kritika Goswami | Company Secretary | 03.02.2024 | - | - |
| 8. | Mrs. Geeta Goswami | Chief Executive Officer | 12.06.2024 | 1 | 1 |
The following changes have taken place in the composition of the Board of Directors and KMP during the financial year 2025-26:
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors approved the re-appointment of Mr. Pankaj Jain (DIN: 00257801) as an Independent Director of the Company for a second term of one year commencing from 10th June, 2025, subject to the approval of the members. The said re-appointment was approved by the members of the Company in the Extra-Ordinary General Meeting held on 06th August, 2025.
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors approved the re-appointment of Mrs. Nimisha Jain (DIN: 10651632) as an Independent Director of the Company for a second term of two years commencing from 10th June, 2025, subject to the approval of the members. The said re-appointment was approved by the members of the Company in the Extra-Ordinary General Meeting held on 06th August, 2025.
Mr. Nitesh Kumar Jha (DIN: 09753494) was appointed as an Additional Director (Non-Executive and Independent) of the Company with effect from 26th February, 2026. Based on the recommendation of the Nomination and Remuneration Committee, the Board approved his appointment as an Independent Director for a term of two consecutive years commencing from 26th February, 2026 up to 25th February, 2028, subject to the approval of the members. The said appointment was approved by the members in the Extra-Ordinary General Meeting held on 15th May, 2026.
During the year under review, Mr. Anoop Garg (DIN: 01941972) resigned from the office of Executive Director of the Company w.e.f. 16th October, 2025 due to pre-occupation.
At the 29th Annual General Meeting, Mr. Rajesh Gupta (DIN: 01941985), who was liable to retire by rotation, was re-appointed as Director of the Company.
In opinion of the Board of Directors, the Independent Directors appointed are the person of integrity, expertise and experience (including the proficiency) and fulfils requisite conditions as per applicable laws and are independent of the management of the Company. Further, all the Directors of the Company have confirmed that they are not disqualified to act as Director in terms of Section 164 of the Companies Act, 2013.
Following changes occurred after the closure of financial year till the date of this report:
Mr. Prashant Raghuvanshi, Chief Financial Officer and Key Managerial Personnel of the Company, resigned from the office of CFO due to personal reasons with effect from 03rd April, 2026. The Board of Directors, at its meeting held on 20th April, 2026, took note of and accepted his resignation. The Board placed on record its sincere appreciation for the valuable services rendered by him during his tenure with the Company.
Pursuant to the recommendation of the Nomination and Remuneration Committee and the Audit Committee, the Board of Directors at its meeting held on 01st July, 2026 approved appointment of Mr. Gopal Rawat, Head of Accounting Department, as the Interim Chief Financial Officer (Interim CFO) and Key Managerial Personnel of the Company with immediate effect. He shall continue to hold office until the appointment of a regular Chief Financial Officer or until such time as may be decided by the Board of Directors.
RETIREMENT BY ROTATION:
Mrs. Nupur Gupta having DIN: 09305281, Non-Executive Director of the Company retires by rotation at the ensuing AGM, being eligible, offers herself for re-appointment.
STATEMENT ON DECLARATION FROM INDEPENDENT DIRECTORS:
All the independent directors have submitted a declaration of independence, stating that they meet the criteria of independence provided under Section 149(6) of the Act read with Regulation 16 of the SEBI Listing Regulations, as amended. They also confirmed compliance with the provisions of Rule 6 of Companies (Appointment and Qualifications of Directors) Rules, 2014, as amended, relating to inclusion of their name in the databank of independent directors.
The Board took on record the declaration and confirmation submitted by the independent directors regarding them meeting the prescribed criteria of independence, after undertaking due assessment of the veracity of the same in terms of the requirements of Regulation 25 of the SEBI Listing Regulations.
In the opinion of the Board, the independent directors fulfil the conditions specified in the Act read with rules made thereunder and have complied with the code for independent directors prescribed in Schedule IV to the Act.
13. NUMBER OF MEETINGS OF THE BOARD AND COMMITTEES THEREOF
During the year under review, the Board of Directors of the Company met 14 (Fourteen) times during the Financial Year ended March 31, 2026 that are mentioned below:
| Quarter 1 | Quarter 2 | Quarter 3 | Quarter 4 |
| 1. 28.04.2025 | 4. 07.07.2025 | 10. 24.10.2025 | 12. 07.02.2026 |
| 2. 12.05.2025 | 5. 12.08.2025 | 11. 14.11.2025 | 13. 19.03.2026 |
| 3. 10.06.2025 | 6. 20.08.2025 | 14. 28.03.2026 | |
| 7. 02.09.2025 | |||
| 8. 12.09.2025 | |||
| 9. 27.09.2025 |
Further, two Circular resolutions were passed by the company as follows:
The details of attendance of each Director at the Board and Annual General Meeting are given below:
| Name of Directors | Number of Meeting entitled to attend during year | Number of Board Meeting attended during year | Attended the previous AGM (Yes or No) |
| Mr. Rajesh Gupta | 14 | 11 | YES |
| Mr. Anoop Garg* | 9 | 1 | NO |
| Mrs. Geeta Goswami | 14 | 14 | YES |
| Mrs. Nupur Gupta | 14 | 14 | YES |
| Mr. Pankaj Jain | 14 | 12 | YES |
| Mrs. Nimisha Jain | 14 | 14 | YES |
| Mr. Nitesh Kumar Jha** | 2 | 2 | Not Eligible |
The Company has constituted various Committees of the Board in accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The details with respect to the composition of such Committees, terms of reference, number of meetings held during the financial year 2025-26 and attendance of the members thereat are set out in the Corporate Governance Report forming part of this Annual Report.
14. STATEMENT BY THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE OF THE INDEPENDENT DIRECTORS APPOINTED DURING YEAR
Your Board of Directors is satisfied with the veracity of the submissions and has concluded that all Independent Directors are individuals of integrity, possessing the requisite expertise, proficiency, and experience necessary to qualify and continue as Independent Directors of the Company. Furthermore, the Board affirms that they remain independent of the management.
15. PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS
In terms of the provisions of the Act and the Listing Regulations, Board carries out an annual performance evaluation of its own performance, its committees, and Directors individually including Independent Directors based out of the criteria and framework adopted by the Board. A structured questionnaire covering various aspects of evaluation of performance of the Board, its committees and individual Directors (including independent directors) were circulated for completion of the evaluation process.
The responses and recommendations received from Directors were subsequently reviewed and deliberated upon by Nomination and Remuneration Committee (NRC) and the Board at their respective meetings.
The evaluation process covered various aspects of the Board and Committees functioning including their composition, experience, competencies, performance of specific duties, obligations, governance issues, attendance and contribution of individual directors and the effective exercise of independent judgement.
16. RISK MANAGEMENT POLICY:
The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. The Board of Directors has adopted the Risk management policy which sets out the framework for the management of risks faced by the Company in the conduct of business to ensure that all business risks are identified, managed and monitored.
17. SUBSIDIARY, JOINT-VENTURE AND ASSOCIATE COMPANY:
The Company doesnt have any Subsidiary, Joint Venture and/or Associate Company during the year under review.
18. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND TRIBUNALS:
During the financial year under review, the company has received in-principle approval from the Stock Exchange for listing and trading of the bonus shares vide approval letter dated 12th August, 2025.
No other significant and material orders passed by any Regulators, Courts or Tribunals impacting the going concern status of the Company and its future operations.
19. CAPITAL STRUCTURE:
The company has issued only one kind of shares i.e. equity shares. The summary of authorized, issued, subscribed and paid-up capital of the company is as follows:
AUTHORIZED SHARE CAPITAL
The Authorized Equity Share Capital of the Company at the beginning of the financial year 2025-26 was Rs. 26,00,00,000/- (Rupees Twenty-Six Crores Only) divided into 2,60,00,000 (Two Crores Sixty Lakhs) Equity Shares of Rs. 10/- (Rupees Ten Only) each.
During the year under review, the Company increased its Authorized Share Capital from the existing Rs. 26,00,00,000/- (Rupees Twenty-Six Crores Only) divided into 2,60,00,000 (Two Crores Sixty Lakhs) Equity Shares of Rs. 10/- each to Rs. 44,00,00,000/- (Rupees Forty-Four Crores Only) divided into 4,40,00,000 (Four Crores Forty Lakhs) Equity Shares of Rs. 10/- each ranking pari passu in all respects with the existing Equity Shares of the Company.
(Note: The remainder of Page 21 continues with the same content as the latter part of Page 20 the Company has constituted various Committees of the Board... through Section 19 Capital Structure which began on Page 20. The extracted text on Page 21 replicates the content already presented above.)
1 (One) fully paid-up Bonus Equity Share for every 1 (One) existing fully paid-up Equity Share held, pursuant to the approval of the Board of Directors in its meeting held on 07th July, 2025 and approval of the members of the Company at the Extra-Ordinary General Meeting held on 06th August, 2025.
The said increase in the Authorized Share Capital was approved by the Board of Directors in its meeting held on 07th July, 2025 and subsequently approved by the members of the Company at the Extra-Ordinary General Meeting held on 06th August, 2025. Consequently, Clause V of the Memorandum of Association of the Company was altered to give effect to the said increase in the Authorized Share Capital.
Accordingly, the Authorized Share Capital of the Company as on 31st March, 2026 stood at Rs. 44,00,00,000/- (Rupees Forty-Four Crores Only) divided into 4,40,00,000 (Four Crores Forty Lakhs) Equity Shares of Rs. 10/- (Rupees Ten Only) each.
SUBSCRIBED, ISSUED AND PAID-UP EQUITY SHARE CAPITAL:
The subscribed, issued and paid-up Equity Share Capital of the Company at the beginning of the financial year 2025-26 was Rs. 21,73,76,310/- (Rupees Twenty-One Crores Seventy-Three Lakhs Seventy-Six Thousand Three Hundred and Ten Only) comprising of 2,17,37,631 (Two Crores Seventeen Lakhs Thirty-Seven Thousand Six Hundred Thirty-One) Equity Shares of Rs. 10/- (Rupees Ten Only) each.
During the year under review, following alterations were made in the paid-up equity share capital of the company:
The Company had issued and allotted 2,17,37,631 (Two Crores Seventeen Lakhs Thirty-Seven Thousand Six Hundred and Thirty-One) Bonus Equity Shares of Rs. 10/- each to the existing equity shareholders of the Company in the ratio of 1:1, i.e.,
After receipt of the in-principle approval from the Stock Exchange and completion of all necessary formalities, the said Bonus Shares were allotted by the Board of Directors in its meeting held on 20th August, 2025 to the members whose names appeared in the Register of Members / list of beneficial owners as on the Record Date i.e., 19th August, 2025.
Consequently, the paid-up Equity Share Capital of the Company increased from Rs. 21,73,76,310/- (Rupees Twenty-One Crores Seventy-Three Lakhs Seventy-Six Thousand Three Hundred and Ten Only) comprising of 2,17,37,631 Equity Shares of Rs. 10/- each to Rs. 43,47,52,620/- (Rupees Forty-Three Crores Forty-Seven Lakhs Fifty-Two Thousand Six Hundred and Twenty Only) comprising 4,34,75,262 (Four Crores Thirty-Four Lakhs Seventy-Five Thousand Two Hundred Sixty-Two) Equity Shares of Rs. 10/- (Rupees Ten Only) each.
Accordingly, the issued, subscribed and paid-up Equity Share Capital of the Company as on 31st March, 2026 stood at Rs. 43,47,52,620/- (Rupees Forty-Three Crores Forty-Seven Lakhs Fifty-Two Thousand Six Hundred and Twenty Only) comprising of 4,34,75,262 (Four Crores Thirty-Four Lakhs Seventy-Five Thousand Two Hundred Sixty-Two) Equity Shares of Rs. 10/- each.
The summary of the allotments made during the year under review are as follows:
| Date of Allotment | No of shares Allotted | Nominal Value per share (In Rs.) | Premium per share (In Rs.) | Mode of Allotment |
| 20.08.2025 | 2,17,37,631 | 10/- | - | Bonus Issue |
Change in the paid-up share capital after the closure of the financial year:
There was no change in the paid-up equity share capital of the company after the closure of the Financial Year ended 31st March, 2026 and up to the date of this report.
20. DEBENTURE STRUCTURE:
During the year under review, the Company had issued and allotted Secured Redeemable Non-Convertible Debentures ("NCDs") through private placement under various series / tranches in accordance with the terms approved by the Board of Directors and within the overall borrowing / issuance limits approved by the members of the Company. The Company also undertook pre-redemption/exercise of call option in respect of certain existing debenture series during the year, in accordance with the respective terms of issue and the Debenture Trust Deed.
The Company had, inter alia, issued / dealt with the following series of debentures during the financial year 2025-26:
Series N - issuance and allotment of 12% Secured Redeemable Non-Convertible Debentures on private placement basis; Series O - issuance and allotment of 12% Secured Redeemable Non-Convertible Debenture on private placement basis; Series P - issuance and allotment of 12% Secured Redeemable Non-Convertible Debentures on private placement basis; and
Series I and Series J - redemption / pre-redemption / exercise of call option in respect of the outstanding Secured Redeemable Non-Convertible Debentures, in accordance with the terms of issue.
The detailed particulars of the debentures issued / allotted / redeemed during the year under review, including the number of debentures allotted, nominal value per debenture and aggregate amount, are as under:
| Series | Type of transaction | No. of Debentures | Nominal Value per Debenture (In Rs.) | Aggregate Amount (In Rs.) |
| N | Allotment | 1,000 | 1,00,000/- | 10,00,00,000/- |
| O | Allotment | 573 | 1,00,000/- | 5,73,00,000/- |
| P | Allotment | 909 | 1,00,000/- | 9,09,00,000/- |
| I | Redemption | 547 | 1,00,000/- | 5,47,00,000/- |
| J | Redemption | 593 | 1,00,000/- | 5,93,00,000/- |
As per the provisions of the Companies Act, 2013 and other applicable rules and regulations, the Company has appointed MITCON Credential Trusteeship Services Limited through its authorized representative(s) to act as Debenture Trustee for the Debenture holders ("Trustees") of "Series N", "Series O" and "Series P";
The number of debentures outstanding as on 31st March, 2026 are being provided in the Notes to Financial Statements.
21. CODE FOR PREVENTION OF INSIDER TRADING
The Board has adopted a code to regulate, monitor and report trading by Designated Persons in securities of the Company while in possession of Unpublished Price Sensitive Information (UPSI) in relation to the Company. The Board has further approved the code for practices and procedures for fair disclosure of UPSI and policy governing procedure of inquiry in case of suspected leak of UPSI. The code has also been hosted on website of Company.
The Company has also put in place a Structured Digital Database as required under Regulation 3(5) of SEBI (Prohibition of Insider Trading) Regulations, 2015.
22. CORPORATE GOVERNANCE
Your Company believes that a good corporate governance system is necessary to ensure its long-term success. Your Company ensures good governance through implementation of effective policies and procedures, which are mandated and regularly reviewed by the Board or Committees of Board of Directors of the Company. The Companys Board Approved Policies have been uploaded on the Companys website and can be accessed at https://www.ushafinancial.com/policies.html.
Further, A report on Corporate Governance as per the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) is attached and forms part of this report.
23. AUDITORS & THEIR REPORTS
STATUTORY AUDITOR:
M/s K R A & Co., Chartered Accountants have tendered its resignation from the position of Statutory auditors of the company with effect from 14th May, 2025 subject to the provisions for rotation of auditor in every 3 years of its services in accordance with the RBI Guidelines. Although, the provisions related to rotation of auditor are not applicable on the company but the Company and the auditors intend to apply it for best Prudent Corporate Governance Practice. Pursuant to the casual vacancy caused by resignation of M/s K R A & Co., Chartered Accountants (Firm Registration No. 020266N), the Board of Directors of the company in their Board Meeting held on 10th June, 2025, based on the recommendation of the Audit Committee, have proposed the appointment of M/s Rajeev Shagun Gupta & Co., Chartered Accountants, (Firm Registration No. 018530N) as statutory Auditor and the proposed Auditor was regularized by the members of the company in General Meeting held on 06th August, 2025.
Further, based on the recommendation of the Audit Committee, the Board of Directors and the members of the Company approved the regularization of appointment of M/s Rajeev Shagun Gupta & Co., Chartered Accountants (Firm Registration No. 018530N) as the Statutory Auditors of the Company for a term of five consecutive years from the conclusion of the 29th Annual General Meeting till the conclusion of the 34th Annual General Meeting of the Company, in accordance with the applicable provisions of the Companies Act, 2013.
SECRETARIAL AUDITOR:
The Audit Committee of the Company, in its meeting held on 01st September, 2025, recommended the appointment of M/s Priya Binani & Associates, Company Secretaries (COP No. 24562) as the Secretarial Auditors of the Company for a term of five consecutive years commencing from the financial year 2025-26 till the financial year 2029-30, at a remuneration of Rs. 50,000/- (Rupees Fifty Thousand Only) per annum.
Thereafter, the Board of Directors of the Company, in its meeting held on 02nd September, 2025, based on the recommendation of the Audit Committee, approved the appointment of M/s Priya Binani & Associates, Company Secretaries (COP No. 24562) as the Secretarial Auditors of the Company for the aforesaid term, subject to the approval of the members of the Company.
The said appointment was subsequently approved by the members of the Company at the 29th Annual General Meeting held on 30th September, 2025.
INTERNAL AUDITOR:
The Board of Directors of the Company in its meeting held on 07th July, 2025, based on the recommendation of the Audit Committee in its meeting held on 07th July, 2025, approved the appointment of M/s NGSG & Associates, Chartered Accountants (Firm Registration No. 027685N) as the Internal Auditors of the Company to conduct the Internal Audit for the financial year 2025-26, at a remuneration of Rs. 5,00,000/- per annum, on such terms and conditions as may be mutually agreed between the Company and the Internal Auditors.
24. REPORTING OF FRAUD:
During the year under review, neither the statutory auditors nor the secretarial auditor have reported to the Audit Committee or the Board, under Section 143(12) of the Act, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Boards Report.
25. EXPLANATIONS OR COMMENTS BY THE BOARD ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE BY THE AUDITORS OF THE COMPANY:
The observations made in Statutory Auditors Report given by M/s. Rajeev Shagun Gupta & Co., Chartered Accountants (Firm Registration No. 018530N) are self-explanatory and do not contain any reservation, qualification or adverse remarks. Therefore, needs no further clarification/explanations as required under Section 134 of the Companies Act, 2013. The Statutory Audit report is attached with the Financial Statement and forms part of this report.
The Secretarial Auditors Report given by M/s Priya Binani & Associates, Company Secretaries (COP No. 24562) do not contain any reservation, qualification or adverse remarks. The same is annexed to this Annual Report as ANNEXURE-A.
However, the auditor has made an observation in their report. Therefore, clarification/explanations provided by the Board as required under Section 134 of the Companies Act, 2013 are provided hereunder:
| Observations Made By the Secretarial Auditor | Clarification/Explanations provided by the Board |
| The Company has delayed the appointment of an Independent Director by six days, resulting in delay in compliance with the Board composition requirements as stipulated under Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. | The Board clarifies that the delay was attributable to the time taken for completion of the requisite due diligence, documentation and internal approval process for appointment of a suitable Independent Director. Shri Nitesh Kumar Jha was appointed as an Additional Director (Independent) with effect from February 26, 2026, pursuant to Section 161(1) of the Companies Act, 2013. Accordingly, as on March 31, 2026, the Board comprised six Directors, including three Independent Directors, thereby meeting the prescribed Board composition requirement. |
26. COMPLIANCE WITH SECRETARIAL STANDARDS:
The Company has complied with the applicable Secretarial Standards (as amended from time to time) on meetings of the Board of Directors (SS-1) and Secretarial Standards on General Meeting (SS-2) for the Financial Year ended on 31st March, 2026 as issued by The Institute of Company Secretaries of India and approved by Central Government under section 118(10) of the Companies Act, 2013.
27. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
Your Company had not entered into any transactions with the related parties which could be considered material in terms of Section 188 of the Companies Act, 2013. All Related Party Transactions entered into during the financial year were on an arms length basis and were in the ordinary course of business. Particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is annexed to this Report as ANNEXURE-B.
However, the disclosure of transactions with related parties for the financial year, as per Ind AS-24 Related Party Disclosures is provided in Notes to the Balance Sheet as on March 31, 2026.
28. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:
The Brief Outline of CSR Policy and initiatives undertaken during the year has been provided in the Annual Report on CSR for the financial year under review which is annexed as ANNEXURE-C to this Report.
29. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT UNDER SECTION 186:
The Company is a Non-Banking Financial Company ("NBFC") registered with the Reserve Bank of India and is engaged in financing activities. Particulars of loans, guarantees, securities and investments, to the extent applicable under Section 186 of the Companies Act, 2013, are disclosed in the notes forming part of the Financial Statements.
30. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:
The Company has in place adequate internal financial controls with reference to the financial statements and other operational areas. These controls have been designed to provide reasonable assurance regarding the reliability of financial reporting, compliance with applicable laws and regulations, and the effectiveness and efficiency of operations.
Regular data backups and cybersecurity measures have been implemented.
Based on the framework of internal financial controls and compliance systems established and maintained by the Company, and the reviews performed by management and auditors, the Board is of the opinion that the internal financial controls are adequate and operating effectively as on the date of this report.
31. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The particulars required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 in respect of conservation of energy and technology absorption are provided hereunder:
a. Conservation of energy:
(i) the steps taken or impact on conservation of energy: - NA
the steps taken by the company for utilizing alternate sources of energy: - NA
the capital investment on energy conservation equipment: - NA
b. Technology absorption:
the efforts made towards technology absorption: - NA
the benefits derived like product improvement, cost reduction, product development or
import substitution: - NA
in case of imported technology (imported during the last three years reckoned from the
beginning of the financial year)
the details of technology imported: - NA
the year of import: - NA
whether the technology been fully absorbed: - NA
if not fully absorbed, areas where absorption has not taken place, and the reasons
thereof: - NA
the expenditure incurred on Research and Development: - NA
c. Foreign exchange earnings and Outgo
32. COMPLIANCE WITH RBI GUIDELINES:
The Company being an NBFC has complied with all the regulations of the Reserve Bank of India applicable for non-deposit taking NBFCs including but not limited to Reserve Bank of India (Non-Banking Financial Companies - Registration, Exemptions and Framework for Scale Based Regulation) Directions, 2025.
FAIR PRACTICES CODE
The Company has in place a Fair Practices Code ("FPC") as approved by the Board and amended regularly as and when required, in accordance with the amended guidelines issued by RBI, which sets the fair practice standards while dealing with its customers and legal entities. The FPC is available on the website of the Company at https://www.ushafinancial.com/policies.html
CODE OF CONDUCT AND TRANSPARENCY
The Company has adopted the unified Code of Conduct in compliance with the guidelines issued by RBI. All the directors confirmed that they are not disqualified from being appointed/continuing as Directors in terms of Section 164(1) & (2) of the Companies Act, 2013. Further, all the directors and Senior Management of the Company adhere to the Code of Conduct of the company.
33. COMPANYS WEBSITE
Your Company has its fully functional website https://www.ushafinancial.com/, which has been designed to exhibit all the relevant details about the Company. The site carries a comprehensive database of information of the Company including the Financial Results, details of Board Committees, Corporate Policies/Codes, business activities and current affairs of your Company.
34. DISCLOSURE OF REMUNERATION
The disclosure with respect to remuneration as required under Section 197(12) read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided under ANNEXURE-D forming part of this report.
PARTICULARS OF EMPLOYEES
The provisions of Rule 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable, as there is no such employee who were drawing/in receipt of remuneration of prescribed amount during the period under review. Therefore, no such statement is provided in the Annexure.
35. SEXUAL HARASSMENT POLICY FOR WOMEN UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
The Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the requirements of the Sexual Harassment of Women at the Work Place (Prevention, Prohibition and Redressal) Act, 2013 and rules framed thereunder. We follow a gender-neutral approach in handling complaints of sexual harassment and also assures discretion and guarantees non-retaliation to complainants.
CONSTITUTION OF COMMITTEE - SEXUAL HARASSMENT AT WORKPLACE
The Company has complied with the provisions relating to Constitution of Internal Complaints Committee (ICC) under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Further, during the year under review, no case was filed under the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Annual Report of ICC for period commencing from Jan 01, 2025 till Dec 31, 2025 was submitted to the office of District Collector, Delhi on January 28, 2026.
36. MAINTENANCE OF COST RECORDS:
Maintenance of cost records and requirement of Cost Audit as specified by the Central Government under Section 148(1) of the Act, is not applicable for the business activities carried out by the Company and hence, such accounts and records are not maintained.
37. PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:
No application or proceeding was initiated in respect of the Company under Insolvency and Bankruptcy Code 2016.
38. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF.
During the year under review, there were no transactions or events with respect to the One-time settlement with any bank or financial institution, hence no disclosure or reporting is required.
39. DIRECTORS RESPONSIBILITY STATEMENT:
In accordance with Clause (c) of Sub-Section (3) of Section 134 of the Companies Act, 2013, the Directors would like to inform the Members that the Audited Accounts for the financial year ended March 31, 2026, are in full conformity with the requirement of the Companies Act, 2013. The Financial Accounts for the reporting period are audited by the Statutory Auditors, M/s. Rajeev Shagun Gupta & Co., Chartered Accountants (Firm Registration No. 018530N).
It is further confirmed to the members that:
a. in the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to material departures;
b. the Directors had selected such accounting policies and applied them consistently and
made judgments and estimates that are reasonable and prudent so as to give a true and fair
view of the state of affairs of the company at the end of the financial year and of the
Profit of the company
c. the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
d. the Directors had prepared the annual accounts on a going concern basis;
e. the Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
f. the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
40. STATEMENT ON MATERNITY BENEFIT COMPLIANCE:
That the Company is in compliance with all the applicable provisions mentioned in the Maternity Benefit Act, 1961.
41. DIVIDEND
In order to undertake and carrying future plans, it is necessary to conserve the resources. Therefore, the Directors are of the opinion of retaining the profits for the year within the Company, and thus has not recommended any dividend on equity shares for the year ended March 31, 2026.
42. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:
Pursuant to the provisions of Section 124 and 125 of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules"), dividend, if not claimed for a period of 7 years from the date of transfer to Unpaid Dividend Account of the Company, shall be transferred to the Investor Education and Protection Fund ("IEPF").
The provision of Section 125 (2) of the Companies Act, 2013 does not apply as there was no dividend declared and paid in the previous years.
43. EXPLANATION FOR DEVIATION(S) OR VARIATION(S) IN ACCORDANCE WITH REGULATION 32 OF SEBI (LODR) REGULATIONS, 2015
The provisions of Regulation 32 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable to the Company during the financial year under review.
Therefore, the Company is not required to furnish an explanation in relation to the variation or deviation as stipulated under Regulation 32 of SEBI (LODR) Regulations, 2015.
44. WEB LINK OF ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013, the Company is having website www.ushafinancial.com and annual return of Company has been published on such website. Link of the same is given below: https://www.ushafinancial.com/annual-return.html .
ACKNOWLEDGEMENT
The Board extends its sincere appreciation to all stakeholders whose dedication, expertise, and continued support have contributed to the achievements and progress highlighted in this report. We acknowledge the commitment of management, employees, shareholders, business partners, customers, and regulatory authorities for their valuable contributions throughout the reporting period. Their collaboration, trust, and unwavering commitment have been instrumental in advancing the organizations objectives and sustaining its growth. The Board also expresses its gratitude for the continued confidence placed in the organization and looks forward to building on these accomplishments in the years ahead.
FOR AND ON BEHALF OF THE BOARD USHA FINANCIAL SERVICES LIMITED |
SD/- Rajesh Gupta Chairman cum Managing Director DIN: 01941985 Address: B-191, Yojna Vihar, Delhi-110092 Date: 12-08-2026 Place: Ghaziabad |
SD/- Geeta Goswami Director and CEO DIN: 07810522 Address: A-236, 1st Floor, Block-A, Opposite Angel mall, Kaushambi, Vasundhra, Ghaziabad- 201012, UP Date: 12-08-2026 Place: Ghaziabad |
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

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