RGF Capital Markets Ltd (539669)
Q2 FY27 results
📅 Next results: 23 Oct 2026 (board meeting)RGF Capital Markets Ltd's board meets on 23 Oct 2026 to consider its Q2 FY27 results (July-September 2026).
| Q1 FY27 (₹ Cr) | Value | YoY vs Q1 FY26 | QoQ |
|---|---|---|---|
| Operating profit | ₹0.1 | — | — |
| Net profit | ₹0.1 | from loss | -65.6% |
| EPS (₹) | 0.00 | — | -100.0% |
📢 Recent Corporate Announcements
RGF Capital Markets announced a revised schedule and terms for its mandatory Open Offer following receipt of RBI approval on September 24, 2026. The Acquirers will pay ₹1.10 per share (comprising the base price of ₹1.00 plus ₹0.10 interest per share for a 160-day regulatory delay). A total of ₹4.29 crore has been deposited in the escrow account, covering the ₹3.90 crore offer consideration and ₹39.02 lakh delay interest. The tendering window opens on October 13, 2026, and closes on October 27, 2026, leading to a complete management and control change.
- RBI approval obtained on September 24, 2026, clearing the path for the change in shareholding and control
- Total payable offer price stands at ₹1.10 per share, which includes ₹0.10 per share interest for a 160-day delay
- Escrow account fully funded with ₹4,29,08,240 (₹3.90 crore consideration plus ₹39.02 lakh interest)
- Tendering period scheduled from October 13, 2026, to October 27, 2026, with payment by November 11, 2026
RGF Capital Markets has issued a postal ballot notice to seek shareholder approval for multiple special resolutions via remote e-voting. Key resolutions include the approval of the Employee Stock Option Scheme (ESOP Scheme 2026), granting options to subsidiary employees, and approving material related-party transactions. The e-voting window opens on October 12, 2026, and concludes on November 10, 2026, with the cut-off date set as October 02, 2026. Scrutinizer results will be declared on or before November 12, 2026.
- Postal ballot notice dispatched electronically on October 08, 2026, to eligible members.
- Cut-off date for voting eligibility set as October 02, 2026.
- Remote e-voting period runs from October 12, 2026 (9:00 AM) to November 10, 2026 (5:00 PM).
- Voting results along with scrutinizer report to be declared on or before November 12, 2026.
- Proposed resolutions include ESOP Scheme 2026 and approval of material related-party transactions.
RGF Capital Markets Ltd submitted its voting results and scrutinizer's report for the Annual General Meeting held on September 30, 2026. A total of 112 members representing 6,99,29,857 equity shares participated in the voting process via remote e-voting and physical ballots. All four resolutions—including the adoption of FY26 financial statements, regularisation of an independent director, appointment of statutory auditors, and secretarial auditors—were approved with >99.98% votes in favour.
- All 4 AGM resolutions passed with over 99.98% votes in favour
- 112 members holding an aggregate 6,99,29,857 equity shares exercised voting rights
- Adoption of FY26 financial statements passed with 99.99998% votes in favour
- Regularisation of Mr. Ajay Pratap Singh as Independent Director approved with 99.98568% support
RGF Capital Markets announced the voting results and Scrutinizer's Report for its Annual General Meeting held on September 30, 2026. A total of 112 members holding 6,99,29,857 shares participated in the voting process via remote e-voting and physical ballots. All four resolutions—including adoption of FY26 financial statements, regularisation of Mr. Ajay Pratap Singh as Independent Director, and auditor appointments—were approved with >99.98% votes in favour.
- All 4 AGM resolutions passed with over 99.98% votes in favour
- 112 members holding an aggregate of 6,99,29,857 equity shares exercised voting rights
- Adoption of FY26 financial statements received 99.99998% approval (6,99,29,844 votes in favour)
- Regularisation of Non-Executive Independent Director Mr. Ajay Pratap Singh approved with 99.98568% votes
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets has completely reconstituted its leadership following Reserve Bank of India (RBI) approval dated September 24, 2026, for a change in shareholding and management. Mr. Nishad Jitendra Shah (holding 44,27,548 shares) has been appointed Managing Director till September 01, 2031, alongside Mrs. Rajshree Nishad Shah (holding 32,56,753 shares) as Non-Executive Director under the promoter category. Former MD and CFO Sagar Mal Nahata and Director Sujit Kumar Panda resigned effective October 05, 2026, due to the change in management.
- RBI approval received on September 24, 2026, for change in shareholding and management
- Appointment of Nishad Jitendra Shah as MD till September 01, 2031; he holds 44,27,548 shares
- Appointment of Rajshree Nishad Shah as Non-Executive Director; she holds 32,56,753 shares
- Resignation of Sagar Mal Nahata from both MD and CFO positions effective October 05, 2026
- Appointments of Mit Gandhi as CFO and Shivam Jayeshkumar Prajapati as CS & Compliance Officer
RGF Capital Markets Limited submitted its Annual Report for FY 2025-26 under Regulation 34 of SEBI LODR Regulations. The 43rd Annual General Meeting is scheduled for September 30, 2026. Financial disclosures reveal gross unsecured loan portfolio of Rs 1,108.21 Lakhs (Rs 11.08 Cr) as of March 31, 2026, compared to Rs 1,036.17 Lakhs as of March 31, 2025, with zero reported non-performing assets. Key resolutions include regularising Mr. Ajay Pratap Singh as Independent Director and appointing Mr. Pankaj Kumar Modi as Secretarial Auditor.
- Gross unsecured loan portfolio reached Rs 1,108.21 Lakhs as of March 31, 2026 (up from Rs 1,036.17 Lakhs in FY25)
- Gross and Net Non-Performing Assets reported at Rs 0 Lakhs for both FY26 and FY25
- 43rd Annual General Meeting scheduled for September 30, 2026, at 11:00 AM
- Remote e-voting period runs from September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
Manager to the Offer Kunvarji Finstock has announced September 28, 2026, as the Identified Date for an open offer to acquire up to 3,90,06,240 equity shares of RGF Capital Markets Ltd. This represents 26.00% of the voting share capital of the company at a face value of ₹1 each. The offer is being made by a group of nine acquirers led by Mr. Nishad Jitendra Shah and associates under SEBI SAST Regulations. The target company currently has a market capitalization of ₹28 crore and TTM revenue of ₹1 crore.
- Open offer for up to 3,90,06,240 equity shares representing 26.00% voting share capital
- Identified date fixed as Monday, September 28, 2026, to determine eligible public shareholders
- Acquisition being carried out by a group of 9 acquirers led by Mr. Nishad Jitendra Shah
- Follows initial Public Announcement dated March 10, 2026 and Draft Letter of Offer dated March 24, 2026
Manager to the Open Offer, Kunvarji Finstock, has announced September 28, 2026, as the Identified Date for the proposed Open Offer for RGF Capital Markets Ltd. The offer involves the acquisition of up to 3,90,06,240 equity shares representing 26.00% of voting capital by Nishad Jitendra Shah and eight other acquirers. This marks a critical step toward a complete change in control and management of the micro-cap NBFC, which reported an annual revenue of Rs 0.57 Cr in FY26.
- Open offer for up to 3,90,06,240 equity shares of face value ₹1 each
- Acquisition represents 26.00% of the voting share capital
- Identified Date for sending the Letter of Offer fixed as Monday, September 28, 2026
- Follows previous announcements starting with Public Announcement on March 10, 2026
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