Classic Leasing and Finance Limited is an Indian Non-Banking Financial Company (**NBFC**) headquartered in **Kolkata**. The company operates as a **single-segment** entity focused on **Finance and Investment**, specifically targeting leasing, asset financing, and structured credit. The company is currently undergoing a significant capital restructuring phase to align with revised **RBI Scale Based Regulations (SBR)** and to transition from a legacy financial structure to a growth-oriented retail and corporate lending platform. --- ### Corporate Structure and Operational Framework The company operates under a **non-deposit-taking** structure, governed by **Section 73** of the Companies Act, 2013, and regulated by **SEBI** and the **Reserve Bank of India**. | Feature | Details | | :--- | :--- | | **Primary Business Segment** | **Finance and Investment** (Leasing & Financing) | | **Regulatory Category** | **NBFC - Non-Deposit Taking** | | **Headquarters** | **11A, Allenby Road, 1st Floor, Kolkata - 700 020** | | **Subsidiaries/JVs** | **None** (Operates as a standalone entity) | | **Accounting Standard** | **Indian Accounting Standards (Ind AS)** | | **Statutory Auditor** | **M/s. Agarwal Khetan & Co.** (Appointed until **2028**) | | **Managing Director** | **Mr. Chandra Shekhar Sony** (Re-appointed for 5 years from July 2025) | --- ### Strategic Capital Strengthening & RBI Compliance To meet the **RBI’s Scale Based Regulation (SBR)** benchmarks, the company has initiated a multi-year capital infusion plan. The primary objective is to bolster the **Net Owned Fund (NOF)** to support expanded lending activities. * **Authorized Capital Expansion:** In January 2025, the company increased its Authorized Share Capital from **Rs. 3.50 Crore** to **Rs. 13.00 Crore** to facilitate equity fundraising. * **Preferential Allotment (January 2026):** The company successfully allotted **92,50,000** fully paid-up equity shares at **Rs. 11.50 per share** (including a **Rs. 1.50 premium**). * **Debt-to-Equity Conversion:** As part of its capital optimization, the company converted outstanding unsecured loans from **M/s. Captain Dealmark Private Limited** into equity. This move was designed to improve the net worth and eliminate interest-bearing liabilities. * **Regulatory NOF Targets:** * **March 31, 2025:** Target of **Rs. 5,00,00,000** (Achieved). * **March 31, 2027:** Target of **Rs. 10,00,00,000** (Planned via internal accruals and further infusion). --- ### Product Portfolio and Growth Drivers The company is pivoting toward a structured credit model that prioritizes collateralized lending and mezzanine financing. * **Asset Financing:** Providing the necessary capital for business equipment and infrastructure, allowing clients to scale without heavy upfront expenditure. * **Structured Credit:** Focusing on specialized financial instruments, including **acquisition financing** and **mezzanine debt**. * **Retail Lending:** Developing a secured portfolio backed by tangible collaterals and verifiable cash flows. * **Profit Retention Policy:** The Board has consistently opted to **not declare dividends**, choosing instead to retain profits for **development and expansion activities**. For the period ending March 31, 2025, the company transferred **Rs. 9.23 Lakhs** to **Statutory Reserves** as per RBI mandates. --- ### Financial Position and Capital History The company has maintained a stable paid-up capital base for several years before the recent 2025-2026 expansion. | Parameter | March 31, 2025 | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | :--- | | **Authorised Share Capital** | **Rs. 13,00,00,000** | Rs. 3,50,00,000 | Rs. 3,50,00,000 | | **Paid-up Share Capital** | **Rs. 3,00,02,000** | Rs. 3,00,02,000 | Rs. 3,00,02,000 | | **Statutory Reserve Transfer**| **Rs. 9.23 Lakhs** | Nil | Nil | | **Unsecured Loans** | - | - | **Rs. 66,442.08 (in '00s)** | | **Cash & Bank Balances** | - | - | **Rs. 539.63 (in '00s)** | *Note: The company has **not issued** any Debentures, Bonds, ESOPs, or Sweat Equity in the recent reporting periods.* --- ### Risk Profile and Audit Qualifications Investors should note significant financial and regulatory headwinds that have led to a **Qualified Opinion** from Statutory Auditors for the financial years **2023, 2024, and 2025**. #### 1. Contingent Liabilities and Asset Valuation * **Unprovided Guarantee:** The company carries a massive unprovided contingent liability of **Rs. 245.32 Crore** related to a corporate guarantee given to **M/s Kohinoor Steel Private Limited**. This entity is currently in the **Corporate Insolvency Resolution Process (CIRP)**. * **Ind AS Valuation Gaps:** Auditors have noted the company’s inability to determine the **Fair Value of Investments**. Due to a lack of financial data from investee companies, the actual impact on net assets and annual profit remains unquantified. #### 2. Regulatory Non-Compliance * **Listing Status:** The company’s equity shares are currently **suspended from the Calcutta Stock Exchange**. * **SEBI LODR Lapses:** There have been documented failures in submitting **Voting Results** and **Scrutinizer’s Reports** (EGM March 2023). * **Governance Vacancies:** Delays have occurred in the mandatory appointment of a **Company Secretary** (Section 203) and a **Compliance Officer** (Regulation 6 of SEBI LODR). * **BSE Rejection:** A previous application for 'In-principle Approval' for a preferential issue was rejected by **BSE Limited**, forcing the company to re-value shares at **Rs. 6.82 per share** (as per **Regulation 166A of ICDR**) due to the shares being "not frequently traded." #### 3. Macro and Operational Risks * **Economic Sensitivity:** Performance is tied to the **fiscal policies** of the Government of India and global inflationary trends. * **Internal Controls:** While a **Risk Management Policy** and internal audit systems are in place, the company admits that significant political or economic shifts could necessitate sudden, high-impact corrections to its business strategy.