INTEGRATED FILING — NBFC



General information about company

Scrip code 541336
NSE Symbol INDOSTAR
MSEI Symbol NOTLISTED
ISIN INE896L01010
Name of company IndoStar Capital Finance Limited
Type of company Main Board
Class of security Equity
Date of start of financial year 01-04-2025
Date of end of financial year 31-03-2026
Date of board meeting when results were approved 09-02-2026
Date on which prior intimation of the meeting for considering financial results was informed to the exchange 29-01-2026
Description of presentation currency INR
Level of rounding used in financial results Lakhs
Reporting Type Quarterly
Reporting Quarter Third quarter
Nature of report standalone or consolidated Standalone
Whether results are audited or unaudited for the quarter ended Unaudited
Whether results are audited or unaudited for the Year to date for current period ended/year ended Unaudited
Segment Reporting Single segment
Description of single segment Financial & Investing Activities
Start date and time of board meeting 09-02-2026   12:00:00
End date and time of board meeting 09-02-2026   13:50:00
Whether cash flow statement is applicable on company
Type of cash flow statement
Declaration of unmodified opinion or statement on impact of audit qualification Not applicable
Whether statement on deviation or variation for proceeds of public issue, rights issue, preferential issue, qualified institutions placement etc. is applicable to the company for the current quarter? Yes
No. of times funds raised during the quarter 2
Whether the disclosure for the Default on Loans and Debt Securities is applicable to the entity? No
Not applicable


Financial Results — NBFC

Amount in (Lakhs)

Particulars 3 months/ 6 months ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
A Date of start of reporting period 01-10-2025 01-04-2025
B Date of end of reporting period 31-12-2025 31-12-2025
C Whether results are audited or unaudited Unaudited Unaudited
D Nature of report standalone or consolidated Standalone Standalone
1 Income
Revenue from operations
(i) Interest Income 31,501.00 94,671.00
(ii) Dividend Income 0.00 0.00
(iii) Rental Income 0.00 0.00
(iv) Fees and commission Income 2,507.00 7,353.00
(v) Net gain on fair value changes 625.00 2,603.00
(vi) Net gain on derecognition of financial instruments under amortised cost category 0.00 0.00
(vii) Sale of products (including Excise Duty) 0.00 0.00
(viii) Sale of services 0.00 0.00
(ix) Other revenue from operations
Total other revenue from operations
Total Revenue From Operations 34,633.00 1,04,627.00
Other income 13.00 58.00
Total income 34,646.00 1,04,685.00
2 Expenses
Cost of materials consumed 0.00 0.00
Purchases of stock-in-trade 0.00 0.00
Changes in inventories of finished goods, work-in-progress and stock-in-trade 0.00 0.00
Employee benefit expense 8,394.00 25,130.00
Finance costs 13,713.00 48,927.00
Depreciation, depletion and amortisation expense 760.00 2,259.00
Fees and commission expense 0.00 0.00
Net loss on fair value changes 0.00 0.00
Net loss on derecognition of financial instruments under amortised cost category 0.00 0.00
Impairment on financial instruments 7,692.00 62,595.00
(f) Other expenses
1 Other Expenses 3,262.00 11,053.00
Total other expenses 3,262.00 11,053.00
Total expenses 33,821.00 1,49,964.00
3 Total profit before exceptional items and tax 825.00 (45,279.00)
4 Exceptional items 0.00 1,17,595.00
5 Total profit before tax 825.00 72,316.00
7 Tax expense
8 Current tax 0.00 16,900.00
9 Deferred tax 0.00 0.00
10 Total tax expenses 0.00 16,900.00
11 Net Profit Loss for the period from continuing operations 825.00 55,416.00
12 Profit (loss) from discontinued operations before tax 0.00 0.00
13 Tax expense of discontinued operations 0.00 0.00
17 Net profit (loss) from discontinued operation after tax 0.00 0.00
14 Share of profit (loss) of associates and joint ventures accounted for using equity method 0.00 0.00
15 Total profit (loss) for period 825.00 55,416.00
16 Other comprehensive income net of taxes (287.00) (179.00)
17 Total Comprehensive Income for the period 538.00 55,237.00
18 Total profit or loss, attributable to
Profit or loss, attributable to owners of parent
Total profit or loss, attributable to non-controlling interests
19 Total Comprehensive income for the period attributable to
Comprehensive income for the period attributable to owners of parent
Total comprehensive income for the period attributable to owners of parent non-controlling interests
20 Details of equity share capital
Paid-up equity share capital 16,153.00 16,153.00
Face value of equity share capital 10 10
21 Reserves excluding revaluation reserve
22 Earnings per share
i Earnings per equity share for continuing operations
Basic earnings per share from continuing operations 0.58 39.97
Diluted earnings per share from continuing operations 0.58 39.86
ii Earnings per equity share for discontinued operations
Basic earnings per share from discontinued operations 0 0
Diluted earnings per share from discontinued operations 0 0
ii Earnings per equity share
Basic earnings per share 0.58 39.97
Diluted earnings per share 0.58 39.86
23 Debt equity ratio 1.2300 1.2300
24 Debt service coverage ratio
25 Interest service coverage ratio
26 Disclosure of notes on financial results Textual Information(1)


Remarks

23 Debt equity ratio
24 Debt service coverage ratio
25 Interest service coverage ratio


Text Block

Textual Information(1) 1. The financial results of IndoStar Capital Finance Limited (ICFL or the Company) have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act 2013 (the Act) read with the Companies (Indian Accounting Standard) Rules, 2015, amended from time to time, the Reserve Bank of India (“RBI”) guideline and other accounting principal generally accepted in India in compliance with Regulation 33 and Regulation 52 read with Regulation 63(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended and have been reviewed by the Audit Committee and subsequently approved at the meeting of the Board of Directors held on 9 February 2026. The statutory auditors have conducted limited review and issued an unmodified conclusion on the standalone financial results for the quarter and nine months ended 31 December 2025. 2. The Secured Listed Non-Convertible Debentures of the Company as on 31 December 2025 are secured by first pari-passu charge on standard receivables and / or cash / cash equivalent and / or such other asset as mentioned in the respective offer documents. The total asset cover required for secured listed non-convertible debentures has been maintained as per the terms and conditions stated in the respective offer documents. 3. Disclosure pursuant to RBI Notification - RBI/DOR/2021-22/86/DOR.STR.REC.51/21.04.048/2021-22 dated 24 September 2021, as amended, on Transfer of Loan Exposures are given below: a. Details of stressed loans transferred during nine months ended ended 31 December 2025 To Asset Reconstruction Companies (ARC) NPA : 'Number of accounts - 2727 'Aggregate principal outstanding of loans transferred* - 18003 'Weighted average residual tenor of the loans transferred (in months) - 28 'Net book value of loans transferred (at the time of transfer) – 11,058 Aggregate consideration – 17,307 Additional consideration realized in respect of accounts transferred in earlier years - Nil Recovery Rating – In Progress SMA : 'Number of accounts – 2,631 'Aggregate principal outstanding of loans transferred* - 16,363 'Weighted average residual tenor of the loans transferred (in months) - 31 'Net book value of loans transferred (at the time of transfer) – 15,986 Aggregate consideration - 15,578 Additional consideration realized in respect of accounts transferred in earlier years – Nil Recovery Rating - In progress *excluding technical write offs b. Details of stressed loans acquired during the period half year ended 31 December 2025: NPA : 'Aggregate principal outstanding of loans acquired - Nil 'Aggregate consideration paid - Nil 'Weighted average residual tenor of the loans acquired (in months) - Nil SMA : 'Aggregate principal outstanding of loans acquired - 814 'Aggregate consideration paid - 814 'Weighted average residual tenor of the loans acquired (in months) – 12 4. The Board of Directors of the Company in its meeting held on 19 September 2024 had considered and approved, inter-alia, subject to shareholders, regulatory and other approvals, sale of the Company’s shareholding in Niwas Housing Finance Private Limited (“NHFPL”) (Formerly IndoStar Home Finance Private Limited), a debt-listed material subsidiary of the Company, to WITKOPEEND B.V. (the “Purchaser”) for an aggregate consideration of Rs. 1,70,595 lakhs in accordance with the terms of the share purchase agreement dated 19 September 2024 (SPA) among the Company, NHFPL and the Purchaser. Subsequently, the Shareholders' approval was obtained on 26 October 2024. The Reserve Bank of India (RBI) accorded its approval on 21 March 2025. During the quarter ended 30 June 2025, National Housing Bank (“NHB”) as a Lender to NHFPL has given No Objection for the change in shareholding dated 30 May 2025 and the Company has received other requisite approvals. Further the Company and NHFPL has issued Condition Precedent (“CP”) Fulfilment Notice dated 24 June 2025 and the Purchaser has issued CP Fulfilment Notice dated 26 June 2025. The Company, the Purchaser and NHFPL has complied with Condition Precedent to sale in terms of the SPA. Accordingly, the transaction becomes obligatory on all the parties on 26 June 2025. Consequently, the Company recorded a gain of Rs. 1,17,595 lakhs, as Exceptional Items, in the Standalone financial results on divestment of NHFPL after adjusting Cost of Investment and expenses incurred on the sale transaction for the quarter ended 30 June 2025. During the quarter ended 30 September 2025, the Company received the consideration and share transfer process was completed on 17 July 2025. 5. Information as required by Regulations 52(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, is attached as Annexure 1. 6. On 21 November 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The Company has assessed the incremental impact of these changes on the basis of information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. Accordingly, Employee Benefit Expenses for the quarter and nine months ended 31 December 2025 includes incremental impact of Rs. 480 lakh primarily due to change in wage definition. The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments. 7. During the quarter under review, the Company allotted 1,08,69,565 Equity shares of Rs. 10 each to Florintree Tecserv LLP, non-promoter entity and 1,39,49,323 Equity shares of Rs. 10 each to BCP V Multiple Holdings Pte Ltd, promoter of the Company, at a issue price of Rs. 184 per share, pursuant to the conversion of warrants in the ratio of 1:1. The Company received Rs. 15,000 lakhs from Florintree Tecserv LLP and Rs. 5133.35 lakhs from BCP V Multiple Holdings Pte Ltd, respectively being balance consideration on conversion of warrants. 8. The Company during the quarter and nine months ended 31 December 2025 has allotted 4,987 and 615,789 equity shares of Rs. 10 each fully paid respectively, on exercise of stock options by employees, in accordance with the Company's Employee Stock Option Schemes. 9. The Company is engaged primarily in the business of financing in India and accordingly, there are no separate operating segments as per Ind AS 108 dealing with Operating Segments. 10. The figures for the quarter ended 31 December 2025 are the balancing figures between unaudited figures for the nine months ended 31 December 2025 and unaudited figures for the half year ended 30 September 2025. The figures for the quarter ended 31 December 2024 are the balancing figures between unaudited figures for the nine months ended 31 December 2024 and unaudited figures for the half year ended 30 September 2024. 11. All amounts disclosed in financial results have been rounded off to the nearest lakhs. 12. Figures for the previous periods / year have been regrouped, and / or reclassified wherever considered necessary to make them comparable to the current periods / year presentation.




Format for Reporting Segment wise Revenue, Results and Capital Employed along with the company results

Amount in (Lakhs)

Particulars 3 months/ 6 month ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
A Date of start of reporting period 01-10-2025 01-04-2025
B Date of end of reporting period 31-12-2025 31-12-2025
Whether results are audited or unaudited Unaudited Unaudited
Nature of report standalone or consolidated Standalone Standalone
1 Segment Revenue (Income)
(net sale/income from each segment should be disclosed)
Total Segment Revenue
Less: Inter segment revenue
Revenue from operations
2 Segment Result
Profit (+) / Loss (-) before tax and interest from each segment
Total Profit before tax
i. Finance cost
ii. Other Unallocable Expenditure net off Unallocable income
Profit before tax
3 (Segment Asset - Segment Liabilities)
Segment Asset
Total Segment Asset
Un-allocable Assets
Net Segment Asset
4 Segment Liabilities
Segment Liabilities
Total Segment Liabilities
Un-allocable Liabilities
Net Segment Liabilities
Disclosure of notes on segments


Other Comprehensive Income

Amount in (Lakhs)

Particulars 3 months/ 6 month ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
A Date of start of reporting period 01-10-2025 01-04-2025
B Date of end of reporting period 31-12-2025 31-12-2025
C Whether results are audited or unaudited Unaudited Unaudited
D Nature of report standalone or consolidated Standalone Standalone
Other comprehensive income [Abstract]
1 Amount of items that will not be reclassified to profit and loss
1 Remeasurements of the defined benefit plans -4400000 -10200000
Total Amount of items that will not be reclassified to profit and loss -4400000 -10200000
2 Income tax relating to items that will not be reclassified to profit or loss 0.00 0.00
3 Amount of items that will be reclassified to profit and loss
1 Debt instruments through other comprehensive income -24300000 -7700000
Total Amount of items that will be reclassified to profit and loss -24300000 -7700000
4 Income tax relating to items that will be reclassified to profit or loss 0.00 0.00
5 Total Other comprehensive income (287.00) (179.00)




Statement on Deviation or Variation for proceeds of Public Issue, Rights Issue, Preferential Issue, Qualified Institutions Placement Etc. (1)

Amount in (Lakhs)

Mode of Fund Raising Preferential Issues
Description of mode of fund raising (Applicable in case of others is selected)
Date of Raising Funds 25-11-2025
Amount Raised 1,49,99,99,970.00
Report filed for Quarter ended 31-12-2025
Monitoring Agency Applicable
Monitoring Agency Name, if applicable CRISIL Ratings Limited
Is there a Deviation / Variation in use of funds raised No
If yes, whether the same is pursuant to change in terms of a contract or objects, which was approved by the shareholders
If Yes, Date of shareholder Approval
Explanation for the Deviation / Variation false
Comments of the Audit Committee after review false
Comments of the auditors, if any false
Sr. Original Object Modified Object, if any Original Allocation Modified allocation, if any Funds Utilised Amount of Deviation/Variation for the quarter according to applicable object Remarks if any
1 Growth Objectives of the Company: The Company shall utilize at least 75% of the Issue Proceeds to meet the funding requirements and growth objectives of the Company, including to augment the Company’s capital base, for onward lending by way of disbursement of loans to borrowers in the ordinary course of the Company’s businesses (including under the Company’s and subsidiaries’ commercial vehicle financing, housing finance, SME financing and retail lending businesses), in such manner and proportion as may be decided by the Board from time to time, in compliance with applicable laws (referred to below as “ICF Growth Objectives”). None 1,49,99,99,970.00 0.00 1,99,99,99,960.00 0.00 As per the original disclosures, atleast 75% of total consideration were allocated for Growth Objectives of the Company. The Company utilized 100% of total consideration for Growth Objectives of the Company which is in line with the disclosure made i.e., atleast 75% (Rs. 1,499,999,970 was raised and utilized during the quarter ended December 31, 2025)
2 General Corporate Purposes: Up to 25% (twenty five percent) of the Issue Proceeds will be utilised for general corporate purposes, which includes, inter alia, meeting ongoing general corporate exigencies and contingencies, expenses of the Company, as applicable, in such a manner and proportion as may be decided by the Board from time to time, and/or any other general purposes as may be permissible under applicable laws (referred to below as “General Corporate Purposes”). None 49,99,99,990.00 0.00 0.00 0.00


Statement on Deviation or Variation for proceeds of Public Issue, Rights Issue, Preferential Issue, Qualified Institutions Placement Etc. (2)

Amount in (Lakhs)

Mode of Fund Raising Preferential Issues
Description of mode of fund raising (Applicable in case of others is selected)
Date of Raising Funds 20-12-2025
Amount Raised 51,33,35,086.00
Report filed for Quarter ended 31-12-2025
Monitoring Agency Applicable
Monitoring Agency Name, if applicable CRISIL Ratings Limited
Is there a Deviation / Variation in use of funds raised No
If yes, whether the same is pursuant to change in terms of a contract or objects, which was approved by the shareholders
If Yes, Date of shareholder Approval
Explanation for the Deviation / Variation false
Comments of the Audit Committee after review false
Comments of the auditors, if any false
Sr. Original Object Modified Object, if any Original Allocation Modified allocation, if any Funds Utilised Amount of Deviation/Variation for the quarter according to applicable object Remarks if any
1 Growth Objectives of the Company: The Company shall utilize at least 75% of the Issue Proceeds to meet the funding requirements and growth objectives of the Company, including to augment the Company’s capital base, for onward lending by way of disbursement of loans to borrowers in the ordinary course of the Company’s businesses (including under the Company’s and subsidiaries’ commercial vehicle financing, housing finance, SME financing and retail lending businesses), in such manner and proportion as may be decided by the Board from time to time, in compliance with applicable laws (referred to below as “ICF Growth Objectives”). None 1,92,50,06,574.00 0.00 2,56,66,75,432.00 0.00 As per the original disclosures, atleast 75% of total consideration were allocated for Growth Objectives of the Company. The Company utilized 100% of total consideration for Growth Objectives of the Company which is in line with the disclosure made i.e., atleast 75% (Rs. 513,335,086 was raised and utilized during the quarter ended December 31, 2025)
2 General Corporate Purposes: Up to 25% (twenty five percent) of the Issue Proceeds will be utilised for general corporate purposes, which includes, inter alia, meeting ongoing general corporate exigencies and contingencies, expenses of the Company, as applicable, in such a manner and proportion as may be decided by the Board from time to time, and/or any other general purposes as may be permissible under applicable laws (referred to below as “General Corporate Purposes”). None 64,16,68,858.00 0.00 0.00 0.00


Signatory Details

Name of signatory SHIKHA JAIN
Designation of person Company Secretary and Compliance Officer
Place MUMBAI
Date 09-02-2026