Ashika Credit Capital Limited acquired 20,00,000 OCRPS worth ₹2,00,00,000 in subsidiary Ashika Private Equity Advisors Private Limited on March 24, 2026. The cash transaction maintains the company's 51% equity holding while securing 100% of preference shares. Upon conversion, voting rights would increase to 83.67% on fully diluted basis. The subsidiary operates as investment manager for SEBI-registered AIF Ashika Private Equity Trust.

Ashika Credit Capital Acquires ₹2 Crore OCRPS in Subsidiary Ashika Private Equity Advisors

Ashika Credit Capital Limited has completed the acquisition of Optionally Convertible Redeemable Preference Shares (OCRPS) worth ₹2,00,00,000 in its subsidiary Ashika Private Equity Advisors Private Limited on March 24, 2026. The transaction was conducted through cash consideration as part of the company's strategic investment in its subsidiary's business operations.

Transaction Details

The acquisition involved 20,00,000 OCRPS at a face value of ₹10 each, representing 100% of the preference shares issued by the subsidiary. The transaction was executed at arm's length basis, falling within the ambit of related party transactions due to the subsidiary relationship.

Transaction Parameter: Details Number of OCRPS: 20,00,000 Face Value per Share: ₹10 Total Investment: ₹2,00,00,000 Consideration Type: Cash Transaction Date: March 24, 2026

Shareholding Structure and Impact

Ashika Credit Capital maintains its existing 51% equity shareholding in Ashika Private Equity Advisors Private Limited. The OCRPS currently do not provide voting rights in the ordinary course of business. However, upon conversion to equity shares, the company's voting rights would increase significantly from 51% to 83.67% on a fully diluted basis.

Shareholding Details: Current Status Existing Equity Holding: 51% OCRPS Acquired: 100% Voting Rights (Current): 51% Voting Rights (Post-Conversion): 83.67%

Subsidiary Profile

Ashika Private Equity Advisors Private Limited, formerly known as Ashika Entercon Private Limited, was incorporated on April 7, 2017. The company operates in the finance industry, specifically in the Alternative Investment Fund (AIF) business segment.

Key Company Details:

Corporate Identification Number: U66300WB2017PTC220511

Registered Office: "Trinity", 226/1, A.J.C. Bose Road, 7th Floor, Kolkata 700020

Authorized Capital: ₹3,00,00,000 (10,00,000 equity shares and 20,00,000 preference shares of ₹10 each)

Paid-Up Capital: ₹2,01,00,000 (10,000 equity shares and 20,00,000 preference shares of ₹10 each)

Business Operations

The subsidiary serves as an investment manager for Ashika Private Equity Trust (APET), which has received approval for registration from the Securities and Exchange Board of India (SEBI) as a Category II Alternative Investment Fund. The registration number is IN/AIF2/25-26/1927.

Financial Performance:

Financial Year: Turnover 2024-25: Nil 2023-24: Nil 2022-23: Nil

Investment Rationale

The investment in OCRPS is intended to meet the business requirements of Ashika Private Equity Advisors Private Limited. As Ashika Credit Capital operates as a Non-Banking Financial Company (NBFC), this acquisition aligns with its ordinary course of business operations. The transaction required no governmental or regulatory approvals and was completed on the same day it was announced.

Ashika Credit Capital Limited has successfully completed the distribution of fractional share proceeds to eligible shareholders of Yaduka Financial Services Limited, marking the final step in their amalgamation process. The company submitted reports from both its Audit Committee and Independent Directors to BSE Limited on February 05, 2026, certifying the completion of this regulatory requirement.

Amalgamation Background

The amalgamation scheme between Yaduka Financial Services Limited and Ashika Credit Capital Limited received approval from the National Company Law Tribunal, Kolkata Bench on November 04, 2025. The scheme became operative from November 18, 2025, with an appointed date of October 01, 2024.

Parameter: Details NCLT Approval Date: November 04, 2025 Effective Date: November 18, 2025 Appointed Date: October 01, 2024 Record Date: November 29, 2025 Allotment Date: December 01, 2025

Share Allotment Details

On December 01, 2025, Ashika Credit Capital allotted 6534507 fully paid equity shares of ₹10 each to eligible shareholders of Yaduka Financial Services. The share exchange ratio was set at 1445:1000, meaning 1,445 equity shares of the transferee company were issued for every 1,000 equity shares held in the transferor company.

The allotment included one additional equity share arising from the consolidation of fractional share entitlements of eligible Yaduka shareholders. This consolidated fractional share was allotted to Catalyst Trusteeship Limited, which was appointed as the Corporate Trustee on November 07, 2025.

Fractional Share Distribution Process

The Corporate Trustee sold the consolidated fractional share in the secondary market on January 28, 2026, within the stipulated 90-day period from the allotment date. The distribution process was completed according to the scheme's provisions and SEBI Master Circular requirements.

Distribution Details: Amount/Date Sale Date: January 28, 2026 Net Sale Proceeds: ₹362.51 Distribution Completion: February 03, 2026 Distribution Method: Proportionate to fractional entitlements

Regulatory Compliance

Both the Audit Committee and Independent Directors have provided certification reports confirming the proper distribution of proceeds. The Audit Committee, chaired by Mr. Ajay Pratapray Shanghavi, includes Mr. Daulat Jain as Managing Director and Ms. Pinki Kedia as Independent Director members.

The Independent Directors' report was signed by Ms. Pinki Kedia on behalf of all Independent Directors, which include Mr. Ajay Pratapray Shanghavi, Ms. Pinki Kedia, Mr. Praveen Kutumbe, and Mr. Supratim Bandyopadhyay.

Completion Certification

The reports confirm that eligible shareholders have been compensated for their fractional entitlements in accordance with Clause 11.4 of the amalgamation scheme. The net sale proceeds, after deduction of expenses, were distributed to eligible shareholders' bank accounts in proportion to their fractional entitlements, completing the final regulatory requirement of the amalgamation process.

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