FIVESTAR - Five-Star Bus.Fi
📢 Recent Corporate Announcements
Five-Star Business Finance Limited has made the audio recording of its earnings conference call for the quarter and financial year ended March 31, 2026, available to the public. The call, held on April 29, 2026, provides management's detailed commentary on the company's financial performance and strategic outlook. This disclosure is a routine compliance requirement under SEBI (LODR) Regulations, 2015. Investors can access the full recording via the company's official investor relations website.
- Audio recording of the Q4 and FY26 earnings conference call is now accessible to all investors.
- The conference call was conducted on April 29, 2026, following the announcement of annual results.
- Filing made in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
- The recording is hosted on the company's official website under the 'Investors' section.
Five-Star Business Finance has recommended a final dividend of ₹2 per equity share for the financial year ended March 31, 2026. This payout represents 200% of the face value of ₹1 per share. The company has fixed July 31, 2026, as the record date to determine shareholder eligibility for the dividend. The final payout is subject to approval at the upcoming 42nd Annual General Meeting and will be distributed within 30 days of that meeting.
- Recommended a final dividend of ₹2 per equity share for FY 2025-26.
- Dividend payout is 200% of the face value of ₹1 per share.
- Record date for eligibility is fixed as Friday, July 31, 2026.
- Payment to be completed within 30 days from the date of the 42nd Annual General Meeting.
Five-Star Business Finance has approved the extension of Mr. Jayaraman S as Chief Risk Officer (CRO) for a further period of three years, effective June 1, 2026. Mr. Jayaraman has been with the company for 5.5 years and has served as the CRO since May 2021. With approximately 28 years of experience in credit, finance, and treasury, his continuation ensures leadership stability in a critical risk management function. This move is aimed at maintaining the company's asset quality and risk oversight standards.
- Tenure of Chief Risk Officer Jayaraman S extended for 3 years starting June 1, 2026
- Mr. Jayaraman brings 28 years of professional experience in Credit, Finance, and Treasury
- He has been the CRO of Five-Star since May 2021 and with the firm for 5.5 years
- Previous experience includes 16 years at Redington in Treasury and Credit Management roles
Five-Star Business Finance Limited has announced its audited financial results for the fiscal year ending March 31, 2026, with a clean audit report from Deloitte Haskins & Sells. The Board has proposed a final dividend of ₹2 per share, which is 200% of the face value, with a record date set for July 31, 2026. To maintain stability in risk management, the tenure of Chief Risk Officer Mr. Jayaraman S has been extended for three years. These announcements reflect a combination of shareholder returns and management continuity.
- Recommended a final dividend of ₹2 per equity share (200% of face value) for FY26.
- Audited financial results for FY26 received an unmodified opinion from statutory auditors.
- Fixed July 31, 2026, as the record date for determining dividend eligibility.
- Extended the tenure of Chief Risk Officer Mr. Jayaraman S for 3 years effective June 01, 2026.
- Confirmed maintenance of 100% or higher security cover for listed debt securities.
Five-Star Business Finance Limited has announced the forfeiture of Rs 1.925 crore following the lapse of 100,000 share warrants. These warrants were originally allotted to Mr. Rangarajan Krishnan in October 2024 at an issue price of Rs 770 per warrant. The warrant holder failed to exercise the conversion option and pay the remaining 75% consideration before the April 23, 2026 deadline. Consequently, the 25% upfront payment has been forfeited by the company, and there is no change to the existing paid-up equity capital.
- Forfeiture of Rs 1,92,50,000 representing 25% upfront consideration for 1,00,000 warrants
- Warrants were issued at a price of Rs 770 per unit on a preferential basis in October 2024
- Lapse occurred due to non-payment of the balance 75% consideration within the 18-month tenure
- No change in the company's paid-up equity share capital following this cancellation
Five-Star Business Finance Limited has scheduled its earnings conference call for Wednesday, April 29, 2026, at 10:00 AM IST. The management will discuss the financial and operational performance for the quarter and full year ended March 31, 2026. Key leadership including the Chairman & MD and the Joint MD & CFO will be present to address investor queries. This is a standard regulatory procedure following the conclusion of the fiscal year.
- Earnings conference call scheduled for April 29, 2026, at 10:00 AM IST.
- Management to discuss Q4 FY26 and full-year FY26 financial results.
- Key participants include CMD Lakshmipathy Deenadayalan and CFO Srikanth Gopalakrishnan.
- Call hosted by Ambit Capital with international access numbers provided for Singapore, HK, USA, and UK.
Five-Star Business Finance Limited has announced that Ms. Bhama Krishnamurthy has ceased to be an Independent Director effective April 11, 2026. This follows the completion of her second consecutive five-year term, marking a total of 10 years on the board. The exit is a routine regulatory requirement under SEBI guidelines concerning the maximum tenure for independent directors. The company's board composition will change following this scheduled departure.
- Ms. Bhama Krishnamurthy (DIN: 02196839) completed her second 5-year term as Independent Director.
- The cessation of directorship was effective from the close of business hours on April 11, 2026.
- The director served a total of 10 consecutive years, the maximum allowed for an independent director under Indian law.
- This is a routine governance-related exit with no negative implications reported by the company.
Five-Star Business Finance Limited has submitted its quarterly compliance certificate under Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018. The certificate, issued by the company's Registrar and Transfer Agent, KFin Technologies Limited, confirms that the details of securities dematerialized or rematerialized during the quarter ended March 31, 2026, have been correctly reported to the stock exchanges. This is a standard procedural filing required for all listed companies in India to ensure the integrity of electronic share records. It reflects the company's adherence to routine regulatory reporting timelines.
- Compliance certificate submitted for the quarter ended March 31, 2026.
- Issued by Registrar and Transfer Agent (RTA), KFin Technologies Limited.
- Confirms adherence to SEBI (Depositories and Participants) Regulations, 2018 regarding share dematerialization.
- Filing covers reporting to both NSDL and CDSL depositories.
Five-Star Business Finance Limited has announced the closure of its trading window for all designated persons and their immediate relatives starting April 01, 2026. This action is a standard regulatory requirement under SEBI (Prohibition of Insider Trading) Regulations, 2015, ahead of the company's financial results announcement. The window will remain closed until 48 hours after the audited financial results for the quarter and year ending March 31, 2026, are declared. The specific date for the board meeting to approve these results will be communicated in due course.
- Trading window closure begins on April 01, 2026, for all designated persons.
- Closure is related to the audited financial results for the quarter and year ended March 31, 2026.
- The window will reopen 48 hours after the official submission of results to the stock exchanges.
- Compliance is in accordance with SEBI (Prohibition of Insider Trading) Regulations, 2015.
Five-Star Business Finance Limited has allotted 2,99,110 equity shares to employees following the exercise of stock options under the Five-Star Associate Stock Option Scheme, 2018. This allotment has increased the company's total paid-up share capital from 29.49 crore to approximately 29.52 crore shares. The company realized a total of INR 1.91 crore from the exercise of these options. The new shares rank pari-passu with existing equity shares, and the dilution effect on the overall equity base is negligible.
- Allotment of 2,99,110 equity shares of face value INR 1.00 each on March 25, 2026
- Total money realized by the company through the exercise of options is INR 1,90,68,410
- Paid-up share capital increased to INR 29,51,75,278 consisting of 29,51,75,278 shares
- Exercise prices for the current allotment were INR 1.00 and INR 67.44 per share
- Diluted EPS as of December 31, 2025, stands at INR 28.09 compared to Basic EPS of INR 28.17
Five-Star Business Finance has converted 3,10,000 share warrants into equity shares for its top leadership, including the CMD and CFO. The conversion was executed at a price of INR 770 per share, resulting in a total capital infusion of approximately INR 23.87 crore. Following this allotment, the promoter group's stake has marginally increased from 18.41% to 18.48% on a fully diluted basis. This move demonstrates strong commitment from the leadership team as they exercise their options well within the stipulated 18-month window.
- Allotment of 3,10,000 equity shares at a conversion price of INR 770 per share
- Total capital raised through this conversion amounts to approximately INR 23.87 crore
- Promoter and CMD Lakshmipathy Deenadayalan acquired 2,60,000 shares, increasing his individual holding
- Joint MD & CFO Srikanth Gopalakrishnan converted 50,000 warrants into equity
- Total paid-up share capital increased to 29,48,76,168 equity shares
Shareholders of Five-Star Business Finance have approved the appointment of Ms. Rajeshwari Shankar and the re-appointment of Mr. Srinivasaraghavan Thiruvallur Thattai as Non-Executive Independent Directors. Both resolutions were passed as Special Resolutions via postal ballot with over 99% of votes in favor. Ms. Shankar's term is for five years starting February 2, 2026, while Mr. Thattai's second term begins August 25, 2026. The high approval rates indicate strong institutional and promoter support for the current board composition.
- Resolution for Ms. Rajeshwari Shankar's appointment received 99.53% votes in favor (22,91,14,635 votes)
- Resolution for Mr. Srinivasaraghavan Thiruvallur Thattai's re-appointment received 99.24% votes in favor (22,84,56,376 votes)
- Both directors are appointed for a five-year term, ensuring long-term board continuity and governance stability
- Total voting participation represented 78.16% of the company's outstanding shares as of the cut-off date
The Board of Directors of Five-Star Business Finance has approved a significant fundraising limit of up to INR 5,000 Crores. This capital will be raised through the issuance of Non-Convertible Debentures (NCDs) via private placement in one or more tranches. The move is intended to bolster the company's capital base and support its ongoing lending operations. Specific details regarding interest rates and tenures will be disclosed at the time of each allotment.
- Board approved a fundraising limit of up to INR 5,000 Crores through NCDs.
- Issuance will be conducted via private placement in one or more tranches or series.
- The NCDs are proposed to be listed on stock exchanges to be named at allotment.
- The board meeting concluded on March 17, 2026, with immediate approval of the limits.
Five-Star Business Finance Limited has scheduled a one-on-one physical meeting with 3P Investment Managers on February 26, 2026. This disclosure is a routine regulatory requirement under SEBI (LODR) Regulations 2015. The company has stated that discussions will be based on the investor presentation previously released on January 28, 2026. No unpublished price sensitive information (UPSI) is intended to be shared during this interaction.
- One-on-one physical meeting scheduled with 3P Investment Managers.
- Meeting date set for February 26, 2026, following the intimation on February 25.
- Discussions will rely on the existing investor presentation dated January 28, 2026.
- Compliance filing made under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements).
Five-Star Business Finance Limited has issued a postal ballot notice to seek shareholder approval for two key board positions. The company proposes the appointment of Ms. Rajeshwari Shankar as a Non-Executive Independent Director for a five-year term starting February 2, 2026. Additionally, it seeks the re-appointment of Mr. Srinivasaraghavan Thiruvallur Thattai for a second five-year term beginning August 25, 2026. The e-voting period for these special resolutions is scheduled from February 20, 2026, to March 21, 2026, with results expected by March 24, 2026.
- Appointment of Ms. Rajeshwari Shankar as Non-Executive Independent Director for a 5-year term until February 2031.
- Re-appointment of Mr. Srinivasaraghavan Thiruvallur Thattai for a second 5-year term starting August 2026.
- E-voting period is set for 30 days, commencing February 20, 2026, and ending March 21, 2026.
- The cut-off date for determining shareholder eligibility for voting was February 13, 2026.
Financial Performance
Revenue Growth by Segment
The gross loan portfolio (secured MSME loans) grew 23% YoY to INR 11,877 Cr in FY25 and further increased 18% YoY to INR 12,847.1 Cr in Q2FY26. Interest income for Q2FY26 was INR 773.1 Cr, representing a 14% YoY increase.
Geographic Revenue Split
Operations originated in Tamil Nadu; while specific regional percentage splits are not provided, the company is actively diversifying its footprint across semi-urban and rural markets via 748 branches to reduce regional concentration.
Profitability Margins
Net Interest Margin (NIM) was 16.32% in FY25, slightly down from 16.45% in FY24. The PAT margin was approximately 37.4% based on a PAT of INR 1,072 Cr on total income of INR 2,866 Cr in FY25.
EBITDA Margin
Pre-provision operating profit (PPOP) was INR 1,520 Cr in FY25, a 29.8% increase from INR 1,171 Cr in FY24, reflecting strong core profitability growth despite rising operational investments.
Capital Expenditure
Significant historical investment was made in expanding the branch network from 520 to 748 branches and increasing the workforce to 11,934 employees in FY25; specific INR Cr values for future capital expenditure are not disclosed.
Credit Rating & Borrowing
Ratings are reaffirmed at [ICRA]AA- (Stable) and CARE AA- (Positive). Borrowing costs are managed by diversifying into ECBs (INR 76 Cr) and mutual funds to secure competitive rates below the 23% IRR charged on loans.
Operational Drivers
Raw Materials
Debt Capital (Bank Borrowings and Debt Securities) represents the primary 'raw material' for lending operations; interest expense on these borrowings is the primary cost, with total borrowings standing at INR 8,376 Cr as of Q2FY26.
Import Sources
Funding is sourced domestically from Indian public and private banks and internationally via External Commercial Borrowings (ECB) of INR 76 Cr, representing 0.86% of total borrowings.
Key Suppliers
Key lenders providing capital include State Bank of India, Bank of Baroda, Union Bank of India, Indian Bank, Canara Bank, Bank of India, Bank of Maharashtra, HDFC MF, Nomura Asset Management, Goldman Sachs, and Vanguard.
Capacity Expansion
Current branch capacity is 748 branches as of March 2025, up 43.8% from 520 in the previous year. The company is expanding its footprint to support a projected 15-17% growth in the loan portfolio.
Raw Material Costs
Interest expense on borrowings was INR 7,331 Mn in H1FY26. The company strategically reduced incremental lending rates by 200 bps in FY25, necessitating the procurement of funds at competitive rates to protect interest spreads.
Manufacturing Efficiency
Operating efficiency, measured by operating expenses as a percentage of average total assets, improved to 5.24% in FY25 from 5.50% in FY24, reflecting better utilization of the expanded branch and employee network.
Logistics & Distribution
Distribution is managed through a network of 748 branches; operating expenses (including branch costs) were 5.24% of average total assets in FY25.
Strategic Growth
Expected Growth Rate
15-17%
Growth Strategy
The company plans to achieve growth by expanding its branch network (748 branches) and increasing its field officer count to 11,934. It is shifting focus toward higher ticket sizes (INR 3-10 lakh) to target a more resilient borrower profile and tapping into the INR 22 trillion addressable MSME market gap.
Products & Services
Secured MSME loans, mortgage-backed business loans, small business loans, and self-employed individual loans.
Brand Portfolio
Five-Star Business Finance
New Products/Services
Focusing on higher ticket size loans (INR 3-10 lakh) to improve asset quality; specific revenue contribution percentages for this shift are not explicitly disclosed.
Market Expansion
Expansion into semi-urban and rapidly developing rural areas across India, increasing branch count from 520 to 748 in one year to tap into the INR 22 trillion MSME market.
Market Share & Ranking
The company addresses a 2% portion of the 'addressed' MSME market, with a total addressable market (TAM) of INR 22 trillion.
External Factors
Industry Trends
NBFC growth is expected to moderate to 15-17% (a 600-800 bps decline) due to regulatory tightening and household indebtedness. The industry is shifting toward 'Quality Growth' and digital-first models.
Competitive Landscape
Competition is increasing in the MSME segment, prompting the company to adjust its credit cost guidance to 1.25-1.35% and NPA guidance to 2.25-2.5% to remain competitive.
Competitive Moat
Durable moat includes a conservative 50% LTV ratio, which provides a significant safety buffer against asset quality deterioration. This is sustainable because it ensures collateral value significantly exceeds loan amounts.
Macro Economic Sensitivity
Sensitive to household indebtedness and over-leverage in the retail segment, which led to a revision in credit cost guidance from 0.75% to 1.25-1.35%.
Consumer Behavior
Micro-entrepreneurs are increasingly transitioning from informal to formal credit channels, creating a large untapped market opportunity of INR 22 trillion.
Geopolitical Risks
Global economic outlook and trade tariffs are noted as external factors that could impact the Indian economy and borrower repayment capabilities.
Regulatory & Governance
Industry Regulations
RBI Scale Based Regulation (Middle Layer) and intensified focus on customer protection and pricing disclosures require process recalibration and stricter operational compliance.
Environmental Compliance
ESG policy is in place with a focus on financial inclusion, with 25% of customers being new-to-credit; specific compliance costs in INR are not disclosed.
Taxation Policy Impact
Not explicitly disclosed; however, the company declared a 200% dividend in April 2025 based on strong PAT of INR 1,072 Cr.
Legal Contingencies
The company reports NIL divergences in multiple RBI inspections and has no auditor qualifications; specific pending court case values are not disclosed.
Risk Analysis
Key Uncertainties
Over-leverage in the sub-3 lakh segment is the key uncertainty, potentially increasing NPAs to 2.25-2.5% and credit costs to 1.35% if economic conditions for micro-entrepreneurs worsen.
Geographic Concentration Risk
Historically concentrated in Tamil Nadu; expansion to 748 branches is reducing this risk, though specific regional revenue percentages are not disclosed.
Third Party Dependencies
Diversified lender base including public banks (SBI, BoB) and private banks; ECB represents only 0.86% of borrowings, minimizing international dependency.
Technology Obsolescence Risk
Digital-first approach with enhanced IT infrastructure to support growth and ensure robust internal controls and audit trails to mitigate technology risks.
Credit & Counterparty Risk
Gross Stage 3 assets of 2.64% (INR 3,388 Mn) in Q2FY26, with a 51% provision coverage ratio to manage credit exposure quality.