**Panafic Industrials Limited** is a **Non-Deposit taking Non-Banking Financial Company (NBFC-ND)** registered with the **Reserve Bank of India (RBI)** (Registration No. **B. 14.03057**). Established in **1985** and listed on the **BSE (Scrip: 538860)**, the company is currently undergoing a strategic transformation to scale its credit operations, modernize its corporate identity, and expand its geographic footprint beyond its traditional stronghold in **Delhi**. --- ### **Strategic Reorientation and Corporate Identity** The company is transitioning from a legacy industrial financing firm to a specialized investment and finance entity. * **Proposed Rebranding:** The Board has approved a name change to **Panafic Investment and Finance Limited** (pending regulatory approval) to better align its brand with its core financial services. * **Service Diversification:** Beyond traditional lending, the company is expanding into **consultancy and advisory services** specifically targeting **Insolvency and Bankruptcy** matters. * **Strategic Equity Stakes:** In **February 2026**, the company demonstrated a shift toward asset-backed growth by acquiring equity in **Bazel International Ltd.** through the conversion of debt into equity. --- ### **Capital Structure and 2026 Rights Issue** To facilitate a massive expansion of its loan book, Panafic has initiated a substantial capital raising exercise. | Parameter | Details | | :--- | :--- | | **Issue Type** | **Rights Issue** | | **Issue Size** | Up to **41,06,25,000** fully paid-up equity shares | | **Issue Price** | **₹1** per share | | **Total Aggregate Value** | Up to **₹41.06 crore** | | **Rights Entitlement Ratio** | **5:1** (5 new shares for every 1 held) | | **Record Date** | **April 17, 2026** | | **Authorized Capital** | Increased to **₹50 crore** (as of Sept 2024) | **Utilization of Net Proceeds:** * **₹3,600 Lakh (88.75%)**: Dedicated to augmenting the capital base and expanding the loan portfolio during **FY 2026-27**. * **₹456.25 Lakh (11.25%)**: Allocated for general corporate purposes, including brand building and marketing. --- ### **Lending Operations and Product Portfolio** Panafic operates a credit-focused model targeting private industrial enterprises, High Net Worth Individuals (HNWIs), and retail customers. * **Credit Philosophy:** Focuses on **short-term and medium-term** financing. The company prioritizes borrower repayment capacity over industry-specific lending to mitigate concentration risk. * **Co-Lending Strategy:** Operates under **RBI guidelines** that allow for capital-efficient growth by retaining a minimum of **10%** of loans on the books while collaborating with larger financial institutions. **Core Financial Products:** | Product Category | Tenure | Target Segment | | :--- | :--- | :--- | | **Short-term Financing** | **< 3 years** | Working capital and immediate liquidity | | **Long-term Loans** | **> 3 years** | Corporate capital expenditure and non-corporate needs | --- ### **Financial Position and Performance Metrics** As of **December 31, 2025**, the company maintains a conservative leverage profile, though it faces operational headwinds regarding cash flow. * **Leverage:** The company maintains a low **Debt-to-Equity ratio of 0.35**. * **Net Worth:** Reported at **₹9.88 crore** (March 2024), keeping the entity below the **₹25 crore** threshold for specific SEBI regulatory exemptions. * **Revenue Model:** Predominantly driven by **Interest Income**. * **Cash Flow Concerns:** The company has reported **negative cash flows** from operating activities across **FY 2023, 2024, and 2025**. **Balance Sheet Snapshot (Dec 31, 2025):** | Particulars | Amount (₹ in Lakhs) | | :--- | :--- | | Total Borrowings (Intercorporate & Bank Term Loans) | **355.00** | | Equity Share Capital | **821.25** | | Other Equity | **189.77** | | **Total Equity** | **1,011.02** | --- ### **Governance, Management, and Infrastructure** The company is managed by a mix of long-standing promoters and new professional appointments. * **Key Personnel:** * **Mr. Anil Gupta:** Promoter and Fellow Chartered Accountant (since **1994**). * **Ms. Sarita Gupta:** Director (formerly MD and CFO). * **Ms. Aarushi Gupta:** Appointed CFO in **August 2024**. * **Promoter Holding:** The core group holds **18,11,294 shares**. * **Operational Infrastructure:** As a service-sector entity, the company owns no major plants or real estate. It relies on updated computer systems for data management, though it currently **does not hold insurance cover** for its operations. --- ### **Risk Factors and Regulatory Challenges** Investors should note significant regulatory and legal complexities currently facing the company. **1. Regulatory Non-Compliance:** * **RBI Filings:** Failed to file returns for **FY 2023-24** and **2024-25** due to technical issues with the **CIMS portal**. * **Credit Bureau Registration:** Currently registered with only **one CIC** (RBI mandates **four**). * **Audit Qualifications:** The **FY 2023-24** audit was **Qualified** because the accounting software lacked a mandatory **audit trail (edit log)**. **2. Legal and Enforcement Actions:** * **Enforcement Directorate (ED):** A **Provisional Attachment Order (09/2024)** was issued in September 2024 against immovable properties and promoter shares; this is currently under appeal. * **Litigation:** Active cases involve **ROC non-compliance** against directors and a pending **Special Leave Petition (SLP)** in the **Supreme Court**. **3. Operational and Market Risks:** * **Asset Quality:** The portfolio is heavily weighted toward **unsecured loans** to SMEs, which are susceptible to economic downturns. * **Regional Concentration:** High dependence on the **Delhi market**; expansion into new states introduces regulatory and competitive risks. * **Management Instability:** Recent high-profile resignations of the **CFO** and **two Independent Directors** in **August 2024** may impact governance continuity. * **Intellectual Property:** The company **Logo** is not registered under the **Trademarks Act, 1999**, posing a risk of infringement.