HB Leasing & Finance Company Limited is a registered **Non-Banking Financial Company (NBFC)** primarily focused on capital allocation and investment activities. Established with a long-standing presence in the Indian financial markets, the company operates as an **Investment Company** under the regulatory oversight of the **Reserve Bank of India (RBI)**. --- ### **Regulatory Classification & Compliance Framework** The company operates within a strictly defined regulatory environment, transitioning its operations to align with modern Indian financial standards. * **RBI Registration:** The company holds a valid Certificate of Registration (**No. 14.00081**) issued on **February 26, 1998**, under Section 45IA of the RBI Act, 1934. * **Scale-Based Regulation (SBR):** Effective **October 1, 2022**, the company was categorized as **NBFC - Base Layer (NBFC-BL)**. It operates as a **Non-Systemically Important Non-Deposit Taking Company (NBFC-ND)**. * **Accounting Standards:** Financial reporting is conducted in accordance with **Indian Accounting Standards (Ind AS)**. Currently, the company operates as a single-segment entity with **no reportable segments** under Ind AS 108. * **Statutory Mandates:** The company adheres to the **Prevention of Money Laundering Act, 2002**, and the **Credit Information Companies (Regulation) Act, 2005**. It maintains a **Statutory Reserve** as per **Section 45-IC of the RBI Act**, requiring a mandatory transfer of **20% of net profits** (when applicable) before dividend declarations. --- ### **Capital Structure & 2025 Strategic Recapitalization** In early **2025**, the company executed a critical capital infusion to meet the **RBI Master Direction (Scale Based Regulation) 2023**, which mandated a minimum **Net Owned Fund (NOF)** of **₹5 crore** by **March 31, 2025**. #### **Preferential Allotment Details (March 2025)** | Parameter | Details | | :--- | :--- | | **Instrument** | Equity Shares (Preferential Basis) | | **Total Allotment** | **1,800,000** Equity Shares | | **Issue Price** | **₹18** (Face Value **₹10** + Premium **₹8**) | | **Total Funds Raised** | **₹3.24 Crore** | | **Trading Approval** | Effective **April 28, 2025** (BSE Limited) | #### **Post-Expansion Shareholding Distribution** The allotment was split between the promoter group and external investors to strengthen the balance sheet: * **Promoter Group:** **1,160,000** shares (including **640,000** shares to **HB Stockholding Limited**). * **Non-Promoter/Public:** **640,000** shares. #### **Equity & Listing Information** * **Listing:** Shares are listed on **BSE Limited** (**ISIN: INE549B01016**). * **Dematerialization:** **73.46%** of shares (**9,449,732** units) are held in electronic form. * **Convertible Instruments:** The company has **no outstanding GDRs, ADRs, warrants,** or other convertible instruments. --- ### **Operational Model & Asset Profile** HB Leasing & Finance follows a lean operational model focused on financial assets rather than physical infrastructure. * **Core Business:** The principal activity is making and managing **investments**. * **Asset Composition:** The company **does not hold immovable property**, inventory, or intangible assets. While it maintains records for Property, Plant, and Equipment (PPE), it reports **no right-of-use assets**. * **Manufacturing:** The company owns **no manufacturing or processing plants**. * **Lending Policy:** The company does not typically provide traditional retail loans or guarantees, focusing instead on inter-corporate deposits and market instruments. * **Operational Efficiency:** The company maintains **zero dues** to Micro, Small, and Medium Enterprises (MSMEs) as of March 31, 2024. --- ### **Financial Performance & Position** The company has maintained a conservative financial stance, characterized by low debt and a focus on regulatory compliance over aggressive expansion. #### **Comparative Financial Snapshot** | Metric | FY 2022-23 (Audited) | FY 2021-22 (Audited) | | :--- | :--- | :--- | | **Financial Assets** | **₹2.40 Crore** | **₹2.24 Crore** | | **Non-Financial Assets** | **₹74.75 Lakhs** | **₹70.77 Lakhs** | | **Financial Liabilities** | **₹13.42 Lakhs** | **₹16.40 Lakhs** | | **Non-Financial Liabilities** | **₹52.62 Lakhs** | **₹50.32 Lakhs** | * **Dividend Policy:** No dividends were recommended for **FY 2022-23** or **FY 2024-25** due to the necessity of addressing brought-forward losses. * **Audit Status:** Statutory Auditors provided an **unmodified opinion** for the periods ending **March 31, 2025**, and **September 30, 2025**. * **Liquidity:** The company operates with **no sanctioned working capital limits** and maintains adequate cash balances, rendering debt-equity ratio monitoring largely irrelevant. --- ### **Risk Management & Market Sensitivity** The company’s Risk Management Committee oversees a spectrum of financial and operational risks, primarily centered on its investment portfolio. * **Market Risk:** The portfolio includes **Equity Shares, Preference Shares, and Mutual Funds**. A **2%** fluctuation in the **NSE/BSE Index** is estimated to impact the P&L by **₹0.30 Lakhs**. * **Interest & Currency Risk:** The company has **no exposure** to foreign exchange risk and holds **interest-free debt obligations**, insulating it from interest rate volatility. * **Credit Risk & NPAs:** Credit risk is managed through loan-to-value checks and borrower diversification. * **Gross NPA (Others):** **₹46.05 Lakhs** (Stable across 2023-2024). * **Net NPA:** **Nil** (due to provisioning/write-offs). * **Liquidity Risk:** The company ensures that no funds raised on a short-term basis are utilized for long-term purposes. --- ### **Legal, Tax, & Contingent Liabilities** The company is currently managing several legacy legal and tax matters: * **Income Tax Disputes:** As of August 2025, disputed statutory dues not deposited totaled **₹32.92 crore**. However, in **November 2025**, the **ITAT (Delhi Bench)** dismissed a Revenue appeal against the company regarding assessment years spanning **1987 to 1997**, a significant favorable development. * **Civil Litigation:** A third-party claim of **₹158.03 Lakhs** plus interest (related to 20-year-old leasing agreements) remains pending; the company does not acknowledge this debt. --- ### **Future Strategy & Growth Outlook** The Board’s primary objective is to maintain a "cost-effective and time-efficient" capital structure while navigating an increasingly competitive landscape. * **Strategic Deployment:** Proceeds from the **₹3.24 crore** capital raise are earmarked for **regulatory compliance (NOF requirements)**, scaling financial services, and enhancing working capital. * **Future Funding:** The Board continues to evaluate various instruments, including **Convertible Warrants, Preference Shares,** and **Qualified Institutions Placements (QIP)**, to support long-term stability. * **Market Positioning:** Management is focused on overcoming industry-wide challenges, such as **rising borrowing costs** and competition from **fintech companies**, by leveraging its strengthened capital base and strict adherence to the RBI’s **Scale Based Regulation** framework.