Outcome of Board meeting

04th August 2026 BSE Limited National Stock Exchange of India Limited 25th Floor, Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Plot No. C/1, Dalal Street, G Block, Bandra - Kurla Complex, Fort, Mumbai- 400001 Bandra (E), Mumbai - 400 051 Scrip code: 511742 Symbol: UGROCAP Subject: Outcome of the Board Meeting held on 04th August 2026 Dear Sir/ Madam, In furtherance to our intimation dated 16th July 2026 and in accordance with Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform that the Board of Directors at its meeting held today i.e. Tuesday, 04th August 2026, has, inter alia: 1. Considered and approved Unaudited Financial Results (Consolidated and Standalone) for the quarter ended 30th June 2026 as recommended by the Audit Committee and took on record Limited Review Report (“LRR”) thereon pursuant to Regulation 33 and 52 of Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 issued by M/s G.P. Kapadia & Co., Chartered Accountants, the Statutory Auditors of the Company (“Statutory Auditor”). Accordingly, please find enclosed herewith the Unaudited Financial Results (Consolidated and Standalone) for the quarter ended 30th June 2026 along with the LRR as Annexure “A”. 2. Pursuant to Regulations 7 & 30 of Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015, the Board of Directors approved the proposal for appointment of Beacon Investor Holdings Private Limited (Beacon Investor) , as ‘Registrar and Share Transfer Agent (RTA)’ in place of existing RTA viz. MUFG Intime India Private Limited, to further strengthen the investor services function of the Company. The formalities for change of RTA, shifting of electronic connectivity and transition of data will be processed in due course. Till then, MUFG Intime India Private Limited (“MUFG”) shall continue to act as RTA. The requisite tripartite agreement will be entered into between the Company, Beacon Investor and MUFG, and the effective date of change of RTA shall be intimated separately. The meeting of the Board of Directors commenced at 10:00 a.m. and concluded at 03:10 p.m. UGRO CAPITAL LIMITED Registered Office Address: B-17, Fourth Floor, Art Guild House, Phoenix Market City, Kurla (West), Mumbai- 400070 CIN: L67120MH1993PLC070739 Telephone: +91 22 68269100 I E-mail: info@ugrocapital.com I Website: www.ugrocapital.com Kindly take the above on record. Yours faithfully, For UGRO Capital Limited Satish Kumar Company Secretary and Compliance Officer Encl: a/a UGRO CAPITAL LIMITED Registered Office Address: B-17, Fourth Floor, Art Guild House, Phoenix Market City, Kurla (West), Mumbai- 400070 CIN: L67120MH1993PLC070739 Telephone: +91 22 68269100 I E-mail: info@ugrocapital.com I Website: www.ugrocapital.com G. P. I<APADIA & CO. Ole Chartered Accountants 4th Floor, Hamam House, Ambalal Doshi Marg, Fort, Mumbai - 400 007 IND IA g + 91 22 2265 4239 / 4313 Im info.ho@gpkapadia.com {:} www.gpkapadia.com Independent Auditors' Review Report on the Quarterly Unaudited Standalone Financial Results of UGRO Capital Limited pursuant to Regulation 33 and 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, as amended. To the Board of Directors of UGRO Capital Limited. 1. We have reviewed the accompanying statement of unaudited standalone financial results of UGRO Capital Limited (the "Company") for the Quarter Ended 30th June, 2026 (the "statement"), being submitted by the Company pursuant to Regulation 33 and 52 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). 2. This statement, which is the responsibility of the Company's management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 and 52 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagement (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of Company's personnel responsible for financial and accounting matters and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 4. Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ("Ind AS") specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulations 33 and 52 of the Listing Regulations including the manner in which it is to be disclosed, or that it contains any material misstatement. G. P. I<APADIA & CO. Chartered Accountants 5. The review of unaudited standalone financial results for the quarter ended 30th June, 2025 and audited standalone financial results for the quarter and year ended 31st March, 2026 included in the statement were carried out and reported by another auditor who had expressed an unmodified opinion vide their report dated 11th August, 2025 and audit report dated 20th April, 2026, respectively. FOR G.P. KAPADIA & CO. (Chartered Accountants) Firm Registration No -104768W Prashant P. Shah (Partner) Membership No: 104 702 UDIN: 26lOLf"::f02.XUE <y~Iq:J.s 2.. Place: Mumbai Date: 04th August, 2026 UGRO CAPITAL LIMITED Registered Office: B-17, Fourth Floor, Art Guild House, Phoenix Market City, Kurla (West), Mumbai- 400070 Telephone: +91 22 49194400 E-mail: info@ugrocapital.com Website: www.ugrocapital.com CIN:L67120MH1993PLC070739 Statement of Unaudited Standalone Financial Results for the Quarter Ended lune 30, 2026 (Rupees in lakh) Quarter Ended Year Ended Particulars No. lune 30, 2026 March 31, 2026 June 30, 2025 March 31, 2026 Reviewed Audited# Reviewed Audited Revenue from operations (a) Interest income 28,031.01 33,578.74 30,423.35 1,27,293.48 (b) Fees and commission income 3,199.74 2,607.78 1,795.20 9,539.25 1 (c) Net gain on fair value changes 468.22 354.95 106.52 1,781.37 (d) Net gain/ (loss) on derecognition of financial 10,041.68 12,254.13 9,075.12 38,010.31 instruments under amortised cost category Total revenue from operations 41,740.65 48,795.60 41,400.19 1,76,624.41 2 Other income 3,657.83 2,109.34 782.76 7,415.21 3 Total income ( 1+2) 45,398.48 50,904.94 42,182.95 1,84,039.62 Expenses (a) Finance costs 24,817.71 24,207.04 20,537.41 90,254.16 (b) Net loss on fair value changes 273,66 842.61 5.10 841.77 (c) Impairment on financial instruments 5,995.38 5,663.96 4,770.77 20,861.35 (d [Showing first 8,000 characters — download PDF for full document]