Corporate Merchant Bankers Limited is a **Non-Deposit Accepting Non-Banking Finance Company (NBFC)**, holding **RBI Certificate of Registration no. 14.00060** since February 1998. Historically focused on capital market intermediation and industrial credit, the company is currently undergoing a massive strategic pivot characterized by capital restructuring, debt elimination, and a transition toward a more diversified operational model. --- ### **Strategic Pivot: Capital Restructuring and Deleveraging** In 2024 and 2025, CMBL initiated a comprehensive financial overhaul to address historical losses and prepare for a new growth phase. This restructuring is designed to clean the balance sheet and provide the liquidity necessary to restart dormant operations. * **Authorized Capital Expansion:** In **June 2025**, the company increased its authorized share capital from **₹7 Crores** (7 crore shares at ₹1 each) to **₹95 Crores** (9.5 crore shares at ₹10 each). * **Debt-to-Equity Conversion:** To eliminate high interest burdens, the company allotted **5,07,75,761 equity shares** at **₹16.08 per share** to non-promoters. This move successfully extinguished **₹81.65 Crores** of outstanding unsecured loans. * **Fresh Capital Infusion:** CMBL raised approximately **₹15 Crores** in cash through the allotment of **93,28,358 equity shares** at **₹16.08 per share** to non-promoter entities, including **City Crops Agro**, **Mihika Industries**, and **Cropster Agro**. * **Paid-up Capital Growth:** Following these allotments in **November 2025**, the paid-up equity share capital surged from **₹3.30 Crores** to **₹63.40 Crores**. * **Valuation Methodology:** To ensure transparency during this dilution, the company adopted the **Net Asset Value (NAV)** method for preferential issue pricing, following regulatory feedback. --- ### **Core Business Activities and Revenue Drivers** CMBL operates as a **single reportable segment**. While its regulatory classification remains "Finance/Lending," recent operational filings under **Ind-AS 108** emphasize "Trading" as the primary revenue driver. * **Credit Solutions:** Providing loans and advances to corporate and industrial enterprises, specifically targeting sectors underserved by traditional banks due to collateral constraints. * **Targeted Industrial Segments:** Financing for Small Businesses across **Agriculture, Handicrafts, Trading, Services, and Livestock**. * **Asset Financing:** Facilitating the acquisition of industrial plants, machinery, equipment, and vehicles through **hire-purchase arrangements**. * **Investment & Trading:** Engaging in the active trading and investment of shares, which has become the dominant operational activity in recent fiscal cycles. * **Manufacturing Ambitions:** A key component of the company’s revival strategy involves using its **₹90 Crore** borrowing limit (approved in 2024) to provide the financial assistance required to **restart its manufacturing plant**. --- ### **Financial Performance Summary** The company has maintained a conservative dividend policy, recommending **Nil dividends** for **FY23, FY24, and FY25** to conserve capital for its restructuring efforts. | Metric | FY 2024-25 (Est/Interim) | FY 2023-24 | FY 2022-23 | FY 2021-22 | | :--- | :--- | :--- | :--- | :--- | | **Primary Segment** | **Trading** | **Trading** | **Finance** | **Finance** | | **Turnover/Revenue** | **₹3.67 Crore** | Not Specified | **₹7.5 Lakh** | **₹10.33 Lakh** | | **Net Profit / (Loss)** | **Nil** (Loss implied) | Not Specified | **(₹0.82 Lakh)** | **(₹0.48 Lakh)** | | **Basic EPS** | **0.09** (as of June '24) | - | - | - | | **Paid-up Capital** | **₹63.40 Crore** | **₹3.30 Crore** | **₹3.30 Crore** | **₹3.30 Crore** | *Note: Under **Section 45-IC of the RBI Act, 1934**, the company must transfer **20% of net profit** to statutory reserves; however, no transfers have been made recently due to lack of net profits.* --- ### **Risk Management and Governance Framework** CMBL employs a multi-tiered risk management framework overseen by a dedicated team and a **Senior Management oversight committee**. * **Credit & Concentration Risk:** Managed through distinct policies for different business lines, defining prudential limits across counter-parties, industry sectors, and geographical regions. * **Funding Risk:** Identified as a primary threat, specifically the ability to raise future funds. To mitigate this, the Board is authorized to borrow up to **₹500 Crores** beyond its paid-up capital and free reserves. * **Operational & Fraud Risk:** Mitigated through a specialized fraud risk management team. * **Market Risks:** Vulnerability to **inflation**, **interest rate volatility**, and competition from **Fintech startups**. #### **Historical Governance and Compliance Gaps** The company has acknowledged several historical lapses that it is currently working to rectify: * **KMP Vacancies:** The **Company Secretary & Compliance Officer** position was vacant for **14 months** (May 2022 – Aug 2023). * **Statutory Filings:** Delays in filing annual forms with the **RoC** and **SEBI** disclosures. * **Promoter Compliance:** Non-dematerialization of **Promoter Group** shareholdings per **Reg. 31(2) of SEBI (LODR)**. * **Digital Transparency:** Failure to maintain an updated website in accordance with **SEBI (LODR) Regulations, 2015**. --- ### **Corporate Structure and Leadership** CMBL has recently overhauled its leadership and relocated its base of operations to align with its growth-oriented model. * **Headquarters:** Shifted from **New Delhi** to **Ahmedabad, Gujarat** in **January 2024**. * **Key Management:** * **Mr. Vishal Jethabhai Nayak:** Managing Director (re-appointed Sep 2025). * **Mr. Manoj Purushottam Rasania:** Managing Director cum CFO (appointed **October 18, 2024**). * **Subsidiaries:** Currently has **no subsidiaries**. Its former wholly-owned subsidiary, **Solis Industries Limited**, was struck off effective **December 2, 2022**. * **Listing:** Equity shares are listed on the **BSE Limited** and the **Metropolitan Stock Exchange of India Limited (MSEI)**. * **Registrar & Transfer Agent (RTA):** Skyline Financial Services Private Limited.