FUSION - Fusion Finance
📢 Recent Corporate Announcements
Fusion Finance Limited has formally submitted an application to BSE and NSE on March 2, 2026, seeking approval for the reclassification of specific shareholders. These shareholders are moving from the 'Promoter and Promoter Group' category to the 'Public' category under SEBI LODR Regulations. This follows three prior intimations sent in February 2026 regarding the initial requests. The reclassification is subject to no-objection certificates from the stock exchanges and will alter the reported shareholding structure.
- Application filed with BSE and NSE on March 2, 2026, for promoter status change.
- Follows previous disclosure letters dated Feb 21, Feb 23, and Feb 27, 2026.
- Process conducted under Regulation 31A of SEBI (LODR) Regulations, 2015.
- The company is seeking no-objection/approval from the stock exchanges for the status change.
Fusion Finance has approved the reclassification of Mr. Devesh Sachdev and his family trust from the 'Promoter' to 'Public' category, as they no longer exercise control or hold board seats. This follows the termination of special rights previously held by the group in January 2026. Additionally, the company has appointed Ms. Priyanka Seth Wadhera, a Chartered Accountant with over 23 years of experience, as the Chief Strategy Officer (CSO). These changes reflect a transition toward a more professionally managed corporate structure.
- Board approved reclassification of Mr. Devesh Sachdev and family trust from 'Promoter' to 'Public' category shareholder.
- Outgoing promoters confirmed they do not exercise direct or indirect control or influence management decisions.
- Special rights previously granted to Mr. Sachdev were terminated via shareholder approval on January 7, 2026.
- Ms. Priyanka Seth Wadhera appointed as Chief Strategy Officer (CSO) effective February 27, 2026.
- New CSO brings 23+ years of experience, having previously served as Group CFO at Arya.ag and Indifi Technologies.
Fusion Finance Limited has approved the grant of 1,45,000 stock options to eligible employees under its Employee Stock Option Plan 2023. The options are priced at Rs. 204.09 per share, matching the closing price on the NSE as of February 26, 2026. The vesting period starts after one year from the grant date, with an exercise window of eight years following vesting. This routine corporate action is intended to incentivize and retain employees by aligning their interests with the company's long-term performance.
- Grant of 1,45,000 stock options to eligible employees under ESOP 2023
- Exercise price fixed at Rs. 204.09 per option based on NSE closing price
- Minimum vesting period of 1 year from the grant date
- Exercise period extends up to 8 years from the date of vesting
Fusion Finance has highlighted Uttar Pradesh (UP) as a core strategic market, accounting for INR 1,837 crore of its total portfolio as of December 31, 2025. The company reported a return to profitability in Q3 FY26, driven by disciplined credit execution and improved asset quality. UP represents a significant portion of the business, comprising 25% of the total MFI book and 40% of the MSME book. With 299 branches in the state, Fusion is leveraging digital onboarding and AI-driven analytics to sustain growth in this high-potential region.
- Uttar Pradesh portfolio stands at INR 1,837 crore, with INR 1,543 crore in MFI and INR 294 crore in MSME lending.
- The UP MFI book represents 25% of the company's total MFI book, while the UP MSME book accounts for 40% of its total MSME book.
- Total Asset Under Management (AUM) reached INR 6,876 crore across India with 23.4 lakh customers as of Q3 FY26.
- Company returned to profitability in Q3 FY26 following a focus on risk-based underwriting and branch-level monitoring.
- Infrastructure in UP includes 271 MFI branches and 28 MSME branches serving over 5.6 lakh active loan accounts.
Mr. Devesh Sachdev, the former Managing Director who resigned in September 2025, has formally requested to be reclassified from the Promoter to the Public category. This move follows a structured governance transition where his special rights were removed via shareholder approval in January 2026. Institutional promoters, including Honey Rose Investments and Creation Investments, will continue to hold majority shareholding and maintain their promoter status. The reclassification is a formal step to align the company's shareholding structure with its current professionally managed status.
- Mr. Devesh Sachdev resigned as Managing Director effective September 30, 2025, and left the Board on November 4, 2025.
- Shareholders approved amendments to the Articles of Association in January 2026 to remove special rights held by Mr. Sachdev.
- Institutional entities Honey Rose Investments and Creation Investments will remain as the primary promoters with majority control.
- The reclassification process requires subsequent approvals from the Board of Directors, Stock Exchanges, and shareholders.
- The company confirms that Mr. Sachdev is no longer involved in day-to-day management or affairs of the firm.
Fusion Finance Limited has received formal requests from Mr. Devesh Sachdev, Ms. Mini Sachdev, and the Devesh Sachdev Family Trust to be reclassified from the 'Promoter and Promoter Group' to the 'Public' category. Collectively, these entities hold 45,34,863 equity shares, which accounts for approximately 2.80% of the company's total share capital. The applicants have confirmed they do not exercise control, hold no special rights, and have no representation on the Board. This reclassification is subject to approvals from the Board of Directors, shareholders, and the stock exchanges (NSE and BSE).
- Mr. Devesh Sachdev (Promoter) holds 44,24,363 shares representing 2.73% of total equity.
- Total stake seeking reclassification across all three entities is approximately 2.80%.
- Applicants confirm they hold less than 10% voting rights and have no influence on management or policy decisions.
- All special rights previously acquired via shareholder agreements or Articles of Association have been terminated.
- The Board of Directors will consider the reclassification request in its next scheduled meeting.
Fusion Finance Limited has received trading approval from both BSE and NSE for 197 equity shares of ₹10 each. These shares were converted from partly paid-up to fully paid-up status following a rights issue process. The conversion was initially delayed due to depository rejections but has now been successfully completed. The shares will be available for trading starting February 23, 2026, and will rank pari passu with existing equity shares.
- Trading approval granted for 197 equity shares converted to fully paid-up status
- Shares to be available for trading on NSE and BSE starting February 23, 2026
- Resolution of previous depository rejection issues during the corporate action process
- Converted shares rank pari passu with existing equity shares under ISIN INE139R01012
Fusion Finance Limited has announced a meeting with a group of institutional investors scheduled for February 21, 2026. The event is organized by Omkara Capital and will be held in-person in Mumbai. The management will participate in both one-to-one and group meeting formats to discuss the company's performance and outlook. As per regulatory requirements, the company has clarified that no unpublished price sensitive information will be shared during these interactions.
- Investor meeting scheduled for February 21, 2026, in Mumbai.
- Organized by Omkara Capital featuring both one-to-one and group sessions.
- Compliance filing under Regulation 30 of SEBI (LODR) Regulations, 2015.
- Management confirms no Unpublished Price Sensitive Information (UPSI) will be disclosed.
Fusion Finance Limited has released the official transcript of its Q3 FY25-26 earnings conference call held on February 09, 2026. The document provides a detailed record of management's discussion regarding the company's financial performance for the quarter and nine-month period ending December 31, 2025. This follows the earlier submission of the audio recording as per SEBI regulations. Investors can access the transcript on the company's website to review specific analyst queries and management responses.
- Transcript covers the Q3 FY25-26 earnings call held on February 09, 2026
- The conference call lasted 65 minutes, concluding at 10:35 AM IST
- Provides detailed insights into the financial results for the nine-month period ended December 31, 2025
- Document is now available for public review on the company's official website
Fusion Finance Limited has issued a first and final reminder-cum-forfeiture notice for 7,06,503 outstanding partly paid-up equity shares from its 2025 rights issue. Shareholders are required to pay a call amount of ₹65.50 per share, which includes a ₹5 face value and ₹60.50 premium. Additionally, an interest of 10% per annum is applicable for the delayed period from December 12, 2025, to February 15, 2026. The payment window is strictly open from February 16, 2026, to March 02, 2026.
- Call amount set at ₹65.50 per share for 7,06,503 partly paid-up equity shares
- Interest of 10% p.a. charged for the 66-day delay period (approx. ₹1.18 per share)
- Payment period scheduled from February 16, 2026, to March 02, 2026
- Failure to pay by the deadline will result in forfeiture of shares and previously paid amounts
- Payments must be made via Axis Bank collection centers using the prescribed payment slip
Fusion Finance Limited has successfully collected approximately 99% of its First and Final Call money, amounting to ₹395.30 Crores. The company is now addressing the remaining ₹4.63 Crores outstanding from 7,06,503 partly paid-up equity shares. The Rights Issue Committee has approved a First and Final Reminder cum Forfeiture Notice for these defaulting shareholders. Shareholders are required to pay ₹65.50 per share to prevent the forfeiture of their holdings.
- Company has already received ₹395.30 Crores, representing 99% of the total call money
- Outstanding amount of ₹4.63 Crores remains unpaid on 7,06,503 partly paid-up shares
- Call money due is ₹65.50 per share, consisting of ₹5.00 face value and ₹60.50 premium
- Rights Issue Committee approved the issuance of a final reminder-cum-forfeiture notice on Feb 10, 2026
- Failure to pay the outstanding amount will result in the forfeiture of the respective equity shares
Fusion Finance Limited has officially released the audio recording of its Q3 FY25-26 earnings conference call held on February 9, 2026. The call discussed the company's unaudited financial performance for the quarter and nine-month period ending December 31, 2025. This disclosure is a routine regulatory requirement under SEBI LODR Regulations. Investors can access the 65-minute recording on the company's website to understand management's perspective on recent financial results.
- Audio recording of Q3 FY25-26 earnings call made available on February 9, 2026
- The conference call lasted 65 minutes, from 9:30 AM to 10:35 AM IST
- Covers financial results for the quarter and nine months ended December 31, 2025
- Transcript of the call to be submitted to stock exchanges in due course
Fusion Finance has successfully restored its profitability in Q3 FY26, reporting a PAT of ₹14 Cr and restoring its going-concern status. Asset quality has seen a massive improvement, with GNPA declining to 4.38% from 12.58% in the previous year, and credit costs falling for the fifth consecutive quarter to ₹79 Cr. The company's capital position is exceptionally strong with a CRAR of 38.80%, supported by a successful rights issue and ₹2,522 Cr raised in Q3. The 'new book' now accounts for 79% of the portfolio with a high collection efficiency of 99.56%.
- Restored profitability with a PAT of ₹14 Cr in Q3 FY26 and a total income of ₹424 Cr.
- GNPA significantly improved to 4.38% from 12.58% YoY; NNPA stands at 0.63%.
- Capital Adequacy Ratio (CRAR) remains robust at 38.80% with a net worth of ₹2,331 Cr.
- Disbursements increased to ₹1,594 Cr in Q3 FY26 from ₹1,298 Cr in Q2 FY26.
- Credit costs declined for the fifth consecutive quarter to ₹79 Cr, down from ₹571 Cr in Q3 FY25.
Fusion Finance reported a significant turnaround in Q3 FY26, posting a Profit After Tax of ₹14 crore compared to a loss of ₹22 crore in the previous quarter. The company saw a 23% QoQ growth in disbursements to ₹1,594 crore, while Net Interest Margins (NIM) expanded to 11.32%. Asset quality showed improvement with Gross NPA declining to 4.38% from 4.61% in Q2 FY26. Crucially, the 'Going Concern' caveat previously mentioned by auditors has been removed, and the company maintains a very high capital adequacy ratio of 38.80%.
- Reported PAT of ₹14 Cr in Q3 FY26, recovering from a ₹22 Cr loss in Q2 FY26.
- Disbursements grew 23% QoQ to ₹1,594 Cr, the highest level in the last five quarters.
- Gross NPA improved to 4.38% from 4.61% QoQ, with Net NPA standing at 0.63%.
- Net Interest Margin (NIM) increased to 11.32% while cost of funds decreased to 10.28%.
- Capital Adequacy Ratio (CRAR) remains robust at 38.80% with total liquidity of ₹1,783 Cr.
Fusion Finance Limited has confirmed zero deviation in the utilization of funds from its ₹799.86 crore Rights Issue for the quarter ended December 31, 2025. The company has successfully raised ₹795.23 crore through partly paid-up equity shares, with ₹382.41 crore already deployed to augment its capital base. The remaining ₹4.63 crore is slated for recovery by March 31, 2027, through subsequent calls. This regulatory filing confirms that the funds are being used strictly for the purposes outlined in the Letter of Offer.
- Total Rights Issue size of ₹799.86 crore with ₹795.23 crore raised as partly paid-up shares.
- Zero deviation or variation reported in the utilization of proceeds for the quarter ended Dec 2025.
- ₹382.41 crore utilized to date for augmenting the company's capital base.
- Balance of ₹4.63 crore expected to be recovered by March 31, 2027.
Financial Performance
Revenue Growth by Segment
The MFI segment AUM declined 21.7% YoY to INR 8,980 Cr in FY25 from INR 11,476 Cr in FY24; the MSME segment accounts for approximately 10% of total AUM (INR 703.8 Cr as of September 30, 2025).
Geographic Revenue Split
100% of revenue is generated in India, with operations spread across 22 states/UTs and 491 districts, focusing on rural and semi-urban areas.
Profitability Margins
Net margin was -51.3% in FY25 due to a net loss of INR 1,225 Cr on total income of INR 2,387 Cr; H1 FY26 showed improvement with a narrowed net loss of INR 114 Cr (Q2 FY26 loss of INR 22 Cr).
EBITDA Margin
Pre-provision operating profit stood at INR 89 Cr in Q2 FY26, reflecting core operational strength despite a high cost-to-income ratio of 70.2% caused by a moderated AUM base.
Capital Expenditure
Not disclosed in absolute INR Cr; the company is prioritizing 'AI enablement' and 'tech interventions' for origination and servicing systems rather than heavy physical infrastructure.
Credit Rating & Borrowing
Rated by ICRA; the company is in breach of financial covenants for borrowings worth INR 2,077 Cr as of September 2025, making them repayable on demand and increasing liquidity risk.
Operational Drivers
Raw Materials
Debt Capital (INR 2,077 Cr in breached covenants; total managed assets of INR 8,192 Cr as of H1 FY26).
Import Sources
100% domestic sourcing from Indian banks and financial institutions.
Key Suppliers
Not disclosed in available documents; capital is sourced from a diversified pool of Indian banks and FIs.
Capacity Expansion
Current capacity includes 1,545 branches (1,404 MFI, 102 SME) across 22 states; expansion is planned in identified growth districts to scale AUM from the current INR 7,038 Cr.
Raw Material Costs
Interest expense is the primary cost; marginal cost of borrowing is expected to decrease in Q3 FY26, which is projected to impact Net Interest Margins (NIM) by +/- 10 bps.
Manufacturing Efficiency
85% of the workforce is in business roles and 75% of branch managers have >3 years tenure, which enhances per-person productivity and reduces operational fraud.
Strategic Growth
Expected Growth Rate
28%
Growth Strategy
Fusion aims to achieve growth by expanding its branch network in under-penetrated districts, increasing the share of the MSME segment (currently 10% of AUM), and utilizing AI-driven underwriting (Bureau+2 model) to acquire less-leveraged customers through products like Ujala and Sugam.
Products & Services
Microfinance loans (JLG model), MSME loans, Ujala and Sugam (low-leverage products), and productivity-enhancing loans for mobile phones and bicycles.
Brand Portfolio
Fusion Finance, Ujala, Sugam.
New Products/Services
Ujala and Sugam products launched to target credit-disciplined customers; MSME segment expected to contribute 10% of AUM.
Market Expansion
Presence in 22 states/UTs and 491 districts; focus on expanding in rural and semi-urban areas through 1,545 branches.
Market Share & Ranking
Ranked among the top NBFC-MFIs in India with an AUM of INR 7,038 Cr as of September 30, 2025.
Strategic Alliances
Collaborates with multiple partners for alternate collection models and uses credit bureaus for the 'Bureau+2' underwriting guardrail.
External Factors
Industry Trends
The MFI industry is seeing a shift toward tighter underwriting and digital collections (32% for Fusion) to manage overleveraging risks, while demand remains strong with sequential growth expectations of 28%.
Competitive Landscape
Competes within the NBFC-MFI sector; industry-wide representation is managed through bodies like MFIN to address regulatory and systemic challenges.
Competitive Moat
Fusion's moat is its extensive rural distribution network of 1,545 branches and a stable workforce (75% of branch managers have >3 years tenure), which is critical for the high-touch JLG lending model.
Macro Economic Sensitivity
Highly sensitive to the rural economy and agricultural cycles; GDP growth and inflation directly impact the repayment capacity of the 32.1 lakh underprivileged women clients.
Consumer Behavior
Shift toward digital discipline with 32% of collections now digital and a preference for lower-leverage products, prompting the launch of the Ujala and Sugam lines.
Geopolitical Risks
Exposed to region-specific political risks in 22 states that can disrupt MFI operations or lead to loan waivers, though geographic diversification across 491 districts partially mitigates this.
Regulatory & Governance
Industry Regulations
Subject to RBI MFI regulations including FOIR (Fixed Obligation to Income Ratio) ceilings and Section 135 CSR requirements (2% of average net profits).
Environmental Compliance
CSR policy focuses on social value creation and environmental concerns in operating communities, aligned with Section 135 of the Companies Act 2013.
Legal Contingencies
Covenant breaches on INR 2,077 Cr of debt as of September 2025 represent the primary legal/contractual contingency, potentially requiring immediate repayment if lenders invoke demand clauses.
Risk Analysis
Key Uncertainties
Asset quality remains a key uncertainty with Gross Stage 3 assets at 4.6% (down from 12.9% peak) and material uncertainty regarding 'going concern' status due to covenant breaches.
Geographic Concentration Risk
Operates in 22 states/UTs; while diversified, region-specific political or environmental risks in these areas can impact collection efficiency, which stood at 98.5% in September 2025.
Third Party Dependencies
Depends on third-party partners for early and mid-bucket collection pilots and credit bureaus for underwriting data, essential for maintaining the 0.6% slippage rate.
Technology Obsolescence Risk
Mitigated by in-house development of origination and servicing systems using AI for real-time KYC and geo-fencing, reducing operational fraud and improving digital onboarding speed.
Credit & Counterparty Risk
Exposure to marginal, unsecured borrowers; risk is managed through a 7.0% total provision on the overall portfolio and a 92.2% coverage on Stage 3 assets.