Bazel International Limited is a **Non-Deposit Accepting Non-Banking Financial Company (NBFC)**, holding Certificate of Registration **No. B-14.03332** issued by the **Reserve Bank of India (RBI)** on **March 23, 2016**. The company operates within the **Base Layer** of the RBI’s Scale-Based Regulatory structure. Characterized by a lack of public fund usage and no direct customer interface, Bazel has recently pivoted from a pure-play financial services firm into a diversified holding entity with significant interests in manufacturing and distressed asset turnarounds. --- ### **Core Financial Services & Asset Management** Bazel’s foundational business involves providing **non-mortgage loan services** and credit facilities across the Indian market. The company’s financial operations are categorized into three primary pillars: * **Business Lending:** Provision of working capital loans to individuals and body corporates, utilizing customized credit evaluation norms and flexible payment options. * **Financial Intermediation:** Acting as a bridge for client-specific credit needs through specialized financial instruments. * **Portfolio Strategy:** Managing financial assets under an **amortized cost category**, where the primary objective is to hold assets to collect contractual cash flows. * **Regulatory Compliance:** In accordance with **Section 45-IC of the RBI Act, 1934**, the company maintains a statutory reserve, recently transferring **₹28,91,000** (representing **20% of net profit**) to this fund in **September 2025**. --- ### **Strategic Diversification: The Footwear Pivot** In **July 2024**, Bazel fundamentally altered its corporate trajectory by emerging as the **Successful Resolution Applicant** for **S R Industries Limited** (now renamed **Arur Footwear Limited**) under the **Corporate Insolvency Resolution Process (CIRP)**. | Entity | Relationship | Ownership | Strategic Role | | :--- | :--- | :--- | :--- | | **Bazel International Ltd** | Parent | **N/A** | Strategic oversight, capital allocation, and NBFC operations. | | **Arur Footwear Limited** | Subsidiary | **50.10%** (Direct) | Manufacturing hub for a new proprietary shoe brand. | | **Satyam Projects Ltd** | Investment | **Strategic Stake** | NBFC listed on CSE; currently seeking **BSE listing**. | **Turnaround Strategy for Arur Footwear:** * **Acquisition Details:** Bazel and its associates acquired a **95% equity stake** in the entity for **₹11.70 Crores**. * **Capital Infusion:** To stabilize the brand, Bazel committed to a **Working Capital Infusion** of up to **₹12.00 Crores** in **Year 1**, followed by **₹1.50 Crores** annually in **Years 3-5** as sustenance capital. * **Regulatory Cleanup:** The subsidiary successfully secured a withdrawal of **SOP fines** from **BSE Limited** for periods prior to the acquisition, clearing the path for operational excellence. --- ### **Financial Performance & Growth Metrics** The company has successfully executed a financial turnaround, moving from a significant loss in **FY 2022-23** to consistent profitability. | Metric (INR Hundreds) | FY 2023-24 (Audited) | FY 2022-23 (Audited) | | :--- | :--- | :--- | | **Revenue from Operations** | **17,78,747.26** | **1,97,833.12** | | **Total Expenses** | **17,34,793.71** | **3,25,864.25** | | **Profit / (Loss) Before Tax** | **46,811.08** | **(1,12,664.80)** | | **Net Profit / (Loss)** | **₹35,54,720** (Actual) | **(₹1,12,83,149.48)** (Actual) | *Note: For **FY 2024-25**, the company reported a Net Profit of **₹1,44,545.87**.* --- ### **Capital Restructuring & Shareholder Value** Bazel has aggressively expanded its capital base to fund its diversification into manufacturing and to improve liquidity. * **Authorized Capital Expansion:** Increased from **₹11.50 Crores** to **₹75.00 Crores** (Approved **September 2025**). * **Bonus Issue:** Allotted **38,55,222** fully paid-up bonus shares in a **1:1 ratio** in **February 2026**. * **Preferential Allotments:** * **December 2025:** **10,69,189** shares at **₹66.95** (Conversion of **₹7.15 Cr** loan). * **February 2025:** **6,17,283** shares at **₹42.12**. * **Warrant Conversion:** As of **April 2026**, the paid-up equity capital stands at **₹9,81,52,460** following the exercise of warrants totaling **₹6,64,90,695.18**. * **Promoter Integrity:** As of **March 31, 2026**, the Promoter (**Rajendra Prasad Yadav**) declared **zero encumbrance** of shares. --- ### **Governance, Talent, and Risk Management** The company employs a structured governance framework to manage its transition from a single-segment NBFC to a multi-industry group. **Human Capital & Incentives:** * **ESOP Scheme:** Operates the **BAZEL ESOP SCHEME-BIL 2022** via an **irrevocable trust**. The Board provided a loan of **₹82.71 Lakhs** to the Trust for the allotment of **2,18,250** shares to employees. * **Sweat Equity:** Issued **1,44,500** shares to the Managing Director at **₹109.72** per share (voting rights restricted until **February 2026**). * **Leadership:** Recent key additions include **Mr. Mayank Ahuja** (Additional Director) and **Ms. Himanshi** (Company Secretary). **Risk Mitigation Framework:** The **Risk Management Committee (RMC)** oversees a policy aligned with **SEBI** and **RBI (2023)** regulations. * **Credit & Market Risk:** Monitored through rigorous credit evaluation and investment fluctuation tracking. * **Subsidiary Risk:** A primary focus area, given that the company’s risk profile is now heavily influenced by the performance of **Arur Footwear Limited**. * **Internal Controls:** Long-term interest-free security deposits are valued using the **Discounted Cash Flow (DCF)** method (**Level 3** fair value hierarchy). * **Investor Relations:** Maintained a perfect record in **FY 2023-24** with **zero** pending investor complaints. ### **Future Outlook** Management is currently prioritizing **operational excellence** and **cost-cutting initiatives**. The strategic focus for the upcoming fiscal years is the successful scaling of the footwear manufacturing business to diversify revenue streams, while maintaining the core NBFC's stability through prudent capital retention and zero-dividend policies to fund expansion.