Hindon Mercantile Limited

Hindon Mercantile Limited's 55% indirect stake in Mufin Green Finance alone is worth ₹1,155 crore at current exchange-traded prices. The entire company trades at ₹1,633 crore on the Unlisted market. That leaves a ₹1,134 crore on-book loan portfolio, a licensed P2P NBFC, a PPI payments company processing over ₹350 crore in monthly GMV, an insurance fintech, and a 45% stake in a listed NBFC all effectively valued at ₹478 crore.

The group comprises two registered NBFCs, a P2P lending platform (RupeeCircle), a PPI-licensed payments company (MufinPay), an insurance financing fintech (BimaPay), a controlling stake in listed EV financier Mufin Green Finance, and a strategic acquisition of 45.32% in LKP Finance. FY25 consolidated total income was ₹253.78 crore, growing 111% from ₹120.38 crore in FY24. Consolidated on-book loans grew 73% to ₹1,134.81 crore.

In February 2026, a registered valuer assessed the company and institutional investor HAL Offshore Limited invested at ₹1,250 per share. The OTC market prices the same share at ₹720.

Hindon Mercantile Limited : The Fintech Holding Company Where the Listed Subsidiary Alone Pays for Most of the Market Cap

• HML's indirect stake in Mufin Green Finance Limited, a BSE and NSE-listed NBFC currently valued at ₹2,100 crore in public markets, represents approximately 55% of that company's equity. At current market prices, that stake is worth ₹1,155 crore. HML's total Unlisted market capitalisation at ₹720 is ₹1,633 crore. The arithmetic leaves ₹478 crore as the implied value the OTC market assigns to everything else HML owns: a growing direct NBFC lending book of ₹1,134 crore, a licensed P2P platform, a PPI payments business, an insurance fintech, and a 45.32% stake in a listed NBFC acquired for ₹140 crore less than a year ago. Whether ₹478 crore is a fair price for that collection of assets and licences is the investment question. Whether the subsidiary discount is rational or structural is the investment thesis.

The Group: What Hindon Mercantile Actually Is

• Hindon Mercantile Limited (CIN: U34300DL1985PLC021785) is a shell holding company by structure but an operating fintech ecosystem by substance. Incorporated in August 1985, it was transformed by Managing Director Kapil Garg — a Chartered Accountant, LLB, and CPA (Australia) with over 15 years in NBFC and bank audit — who acquired control in 2019 and rebuilt it from the ground up as the parent entity for a multi-vertical financial services group.

The group's architecture as at March 2026 :

• Mufin Finance, the direct NBFC subsidiary of HML, holds the core lending and co-lending operations. It engages in EV loans, MSME loans, personal loans, gold loans, invoice discounting, and supply chain finance, and operates co-lending partnerships with SBI, IREDA, SIDBI, and Shell Foundation. Mufin Finance in turn holds 55% of Mufin Green Finance Limited (NSE: MUFIN; BSE: 542774), a separately listed entity and one of India's largest EV financing NBFCs with a 7-year track record of less than 2% NPA and a BBB+ Stable rating from Acuite Ratings. HML also directly owns RupeeCircle (FDSPL), a licensed P2P NBFC; BimaPay Finsure Pvt Ltd, an insurance financing fintech whose acquisition by HML was being completed via the February 2026 share swap; and MufinPay Private Limited, a PPI-licensed digital payments company.

• Separately, in August 2024, HML and its MD entered into an agreement to acquire 45.32% of LKP Finance Limited, a listed NBFC, for approximately ₹140 crore. The acquisition was completed in early FY25 and is reflected in the FY25 consolidated balance sheet under investments (₹187.30 crore, against ₹5.65 crore in FY24). LKP Finance is treated as an associate under Ind AS and is not fully consolidated.

FY25 Financial Performance: 111% Revenue Growth, Subdued Profit

The following consolidated financial data for FY25 is sourced from publicly available financial research platforms (wwipl.com and Tracxn), cross-verified for internal consistency, and consistent with the Acuite Ratings credit report on HML's NCD programme (uploaded on hindon.co, July 2025). The actual FY25 audited annual report has not been independently accessed at the time of writing; investors should verify directly from the MCA filing or the company's annual report.

• Consolidated total income FY25: ₹253.78 crore, against ₹120.38 crore in FY24. Growth: 111%. Revenue composition: interest income ₹181.59 crore (71.6%), fee and commission income ₹67.43 crore (26.6%), and other income ₹4.76 crore (1.9%). The fee and commission income grew from ₹8.49 crore in FY24 to ₹67.43 crore in FY25, partly reflecting MufinPay's scaling transaction volumes and partly the co-lending and BC partnership fee income flowing through the NBFC.

• Finance costs were ₹98.63 crore (vs ₹50.35 crore in FY24), reflecting both the growth in borrowings to fund the loan book and the increased debt securities outstanding (₹325.65 crore at March 2025 vs ₹75.13 crore at March 2024). This is structural for a growing NBFC: revenue grows but so does the cost of funds.

• Profit before tax: ₹25.63 crore (vs ₹24.59 crore in FY24). A near-flat PBT on 111% revenue growth indicates that the additional income is being deployed into the loan book growth cycle, operating scale-up, and technology investment rather than flowing to the bottom line. This is the profile of a company building infrastructure, not harvesting it.

• PAT: ₹19.78 crore (vs ₹18.51 crore in FY24). Basic EPS: ₹5.79, diluted ₹5.77. The EPS decline from ₹8.72 in FY24 to ₹5.79 in FY25 reflects the significant equity issuance during FY25 (equity share capital grew from ₹14.79 crore to ₹22.26 crore, implying approximately 74.7 lakh new shares issued), which was required to fund acquisitions and capital adequacy for the NBFC subsidiaries.

The Balance Sheet: Scale-Up in One Year

• Total consolidated assets grew 70% from ₹1,000.66 crore (FY24) to ₹1,702.28 crore (FY25). The primary driver: the loan portfolio grew 73% from ₹657.40 crore to ₹1,134.81 crore. This is the most operationally significant data point in the FY25 balance sheet.

• Capital adequacy on the HML standalone NBFC basis: per the Acuite credit rating press release (July 2025), HML's capital adequacy ratio (CAR) stood at 35.04% as at December 2024 (9M FY25), comfortably above RBI's minimum requirement for NBFC-ND entities. Net worth on a standalone basis was ₹504.67 crore as at December 2024, up from ₹269.38 crore at March 2024, reflecting the ₹223.65 crore capital infusion in the first nine months of FY25.

• Total debt at the consolidated level as at March 2025: ₹926.20 crore (debt securities ₹325.65 crore plus borrowings ₹600.55 crore). Equity attributable to HML shareholders: ₹408.82 crore. D/E on equity attributable basis: 2.27 times. Including NCI (₹293.42 crore, representing the 45% of Mufin Green not owned by HML), total equity is ₹702.24 crore, bringing D/E to 1.32 times. For an NBFC group at this stage of growth, 1.32 times on total equity is not a concern, particularly given the 35% CAR.

The Institutional Pricing Reference

• In the Extra-Ordinary General Meeting held on March 6, 2026, the shareholders of Hindon Mercantile Limited approved two preferential allotments at ₹1,250 per share: 2,00,000 equity shares to HAL Offshore Limited for ₹25 crore in cash, and 1,42,556 equity shares to LC Nueva AIF for a non-cash consideration as part of the BimaPay acquisition. The issue price was validated by a registered valuer report dated December 15, 2025, using September 30, 2025 as the relevant date, per Companies Act and SEBI regulations. HAL Offshore Limited is not a related party.

• Post-allotment total equity shares: 2,26,76,873. The Board of Directors, signing under Managing Director Kapil Garg (DIN: 01716987), approved the resolution on February 5, 2026.

• At ₹1,250 per share on 2,26,76,873 post-allotment shares, the company's board-approved valuation implies a market capitalisation of ₹2,835 crore. The Unlisted market at ₹720 prices the company at ₹1,633 crore. The discount is 42.4%.

Why the Discount Exists?

• Holding company discounts in Indian unlisted markets are structural. The OTC investor cannot access the exchange price of Mufin Green Finance by holding HML shares. The exit from HML requires either a secondary OTC sale or a potential future listing of HML itself (not announced). The Mufin Green stake is locked inside HML's corporate structure. This creates a justified haircut. The question is whether 42% is the right haircut.

• The comparable : Listed Indian holding companies typically trade at discounts of 30 to 50% to their intrinsic net asset value when the subsidiary stake is the primary value driver. At ₹720, HML sits within this range. At ₹1,250 (the institutional benchmark), HML would trade at a 12% discount to its registered valuer's assessment. Neither extreme is irrational.

Mufin Green Finance : The Core Subsidiary

• Mufin Green Finance Limited (NSE: MUFIN; BSE: 542774) is a registered NBFC incorporated in 2016 in Rajasthan (formerly APM Finvest Limited, renamed July 2022 after acquisition by the Mufin Group). It is India's largest dedicated EV financing NBFC and the first to list on both BSE and NSE in that category. Key metrics:

• AUM trajectory: ₹8.2 crore (March 2019) → ₹261.6 crore (March 2023) → ₹399.5 crore (September 2023) → over ₹600 crore (March 2024) → approximately ₹900 crore+ (estimated March 2025, given quarterly revenue of ₹53-55 crore in H1 FY26 on a BBB+ rated loan book). NPA below 2% over seven years of operations. Investors: Incofin (Belgium-based impact fund) through Series A equity infusion in FY23. 100+ OEM partners. Swappable battery infrastructure for 2W/3W. BBB+ Stable credit rating from Acuite. B+ SDG rating from Agent for Impact.

• At the current market cap of ₹2,100 crore and trailing twelve-month revenue of approximately ₹200-210 crore, Mufin Green trades at approximately 10 times revenue. HML acquires exposure to this business through the unlisted market at a 42% discount to the valuation its board itself set in December 2025.

Management

• Kapil Garg (DIN: 01716987) is the Managing Director and controlling promoter of Hindon Mercantile Limited, which he acquired in 2019 and transformed. He is a CA, LLB, and CPA (Australia) with over 15 years of specialisation in bank audits, management audits, US GAAP, and IFRS implementation. He directly holds the largest individual promoter stake and has committed personal capital to the LKP Finance acquisition alongside HML. Group promoter holdings stand at 43% (pre-EGM) per the shareholding pattern disclosed in the EGM notice.

• Senior leadership : Tanvi Jawa (Group CFO, CA with 10+ years in financial reporting and planning), Pankaj Gupta (CEO Mufin Green Finance, 18 years in business growth and technology), Ankush Julka (CEO MufinPay, 20+ years in telecom and payments), Hanut Mehta (Co-founder and CEO BimaPay, CA with Big 4 M&A background).

• Board: Sandeep Jain (Director, 15 years in audits and taxation), Luv Khanna (Director, 13 years corporate finance at Amicorp, then Managing Partner at EL Capital), Hemant Bhageria (Director, 15 years post-qualification in GST, income tax, and bank audits), Pradip K. Kar (Director, RBI-trained banking background), Amol Sinha (Director, Senior Standing Counsel appointed by Income Tax Department, 17+ years in income tax and company law).

KEY RISKS :

• Holding Company Discount Is Structural and May Persist : HML is an unlisted holding company. The Mufin Green Finance stake is not directly accessible to HML shareholders without selling HML shares. No listing or IPO of HML has been announced. The 42% discount to the institutional allotment price and the holding company structure discount are not temporary; they reflect a real illiquidity premium that may not compress without a corporate restructuring, merger, or listing event.

• High Financial Leverage at Subsidiary Level : Total consolidated debt is ₹926.20 crore against total equity of ₹702.24 crore (D/E 1.32 times). For the NBFC lending subsidiaries, leverage is the business model, but any deterioration in asset quality, tightening of bank credit lines, or adverse RBI regulatory action could create refinancing stress. The loan book grew 73% in one year; rapid growth in lending is historically a risk amplifier when credit cycles turn.

• NPA Risk in Rapid-Growth EV Financing : Mufin Green Finance's less than 2% NPA over seven years is impressive but covers a period of largely benign EV adoption. The portfolio now exceeds ₹900 crore and is growing rapidly. India's EV financing segment is new, with limited credit history data for borrowers (85% NTC in Mufin Green's book). As the book seasons and market conditions evolve, the NPA track record faces its first genuine stress test at scale.

• FY25 PAT Growth Nearly Flat Despite 111% Revenue Growth : Revenue doubled but PBT grew only 4.2% (₹24.59 crore to ₹25.63 crore). Finance costs nearly doubled, operating costs scaled up, and the cost of materials consumed jumped from ₹0.05 crore to ₹41.54 crore (MufinPay operations). The operating leverage the group has described in its projections is not yet visible in FY25 reported earnings. The projected ₹59 crore PAT for FY25 (from the June 2024 investor note) was not achieved on the consolidated basis; actual was ₹19.78 crore.

• Group Complexity: Multiple Regulated Entities : HML operates across 2 NBFC registrations, 1 P2P NBFC (RBI-regulated), 1 PPI licence (RBI-regulated), and is acquiring stakes in additional listed entities. Each entity has its own regulatory compliance requirements. A regulatory action against any one subsidiary, or a licence revocation for any of the businesses, would materially impact the group's operations and investor confidence.

• LKP Finance Acquisition: Integration and Operational Risk : The 45.32% stake in LKP Finance for ₹140 crore is a significant capital deployment into a listed NBFC outside the EV/fintech ecosystem. Integration of governance, credit standards, and strategy across two controlling shareholders is operationally complex. The financial rationale, cost of funds, and asset quality of LKP Finance need to be independently evaluated by investors.

• Audited FY25 Annual Report Not Publicly Available : The FY25 annual report had not been independently accessed from MCA at the time of writing this content. Financial figures are from secondary research platforms and should be verified from primary filings. Any material difference from the presented figures could affect the investment case.

• Unlisted Market Illiquidity : There is no exchange-based secondary market for HML equity. The OTC market for this stock is thin, with price discovery that can diverge materially from fundamental value. Exit depends on finding a secondary buyer or a future corporate action.

KEY OPPORTUNITIES :

• Subsidiary Value Exceeds 70% of Market Cap: The Structural Opportunity HML's 55% indirect stake in Mufin Green Finance is currently worth ₹1,155 crore in publicly traded markets. HML's OTC market cap is ₹1,633 crore. The entire balance of the business is being valued at ₹478 crore. This includes a loan book growing at 73% per year, three other licensed fintech businesses, and a strategic NBFC acquisition. Any partial re-rating of the holding company discount would create significant shareholder value.

• Institutional Validation at 42% Premium to OTC A registered valuer's independent assessment in December 2025 valued HML at ₹1,250 per share. HAL Offshore Limited invested at that price in February 2026. OTC investors today buy at ₹720. The institutional investor, who conducted full due diligence with access to management and projections, paid 73.6% more than the OTC price. The information asymmetry creates the opportunity.

• Loan Book Compounding at 73% Annually Consolidated on-book loans grew from ₹657.40 crore to ₹1,134.81 crore in one year. If the growth rate moderates to even 40-50%, the loan book crosses ₹1,600-1,700 crore by FY26. On an NBFC lending business with 7-8% spread, this generates ₹112-136 crore in net interest income annually. The operating leverage that was absent in FY25 begins to flow to the bottom line when growth stabilises.

• Mufin Green's EV Financing Tailwind India is targeting 30% EV penetration by 2030, with 28 million EVs on the road. Mufin Green's loan book is growing alongside this target with 100+ OEM partners and a swappable battery infrastructure network. Its sub-2% NPA track record, BBB+ credit rating, and first-mover listed status in dedicated EV NBFC category make it one of the most competitively positioned financiers for this transition. HML owns 55% of this franchise.

• MufinPay Scaling Rapidly MufinPay processed ₹301.55 crore in a single month (May 2024). Monthly GMV has since exceeded ₹350 crore as per disclosed milestones. As GMV compounds and the Prepaid Payment Instrument network expands across gift cards, co-branded cards, UPI, and FASTag, the take rate economics begin to generate material fee income. From the FY25 P&L, fee and commission income jumped from ₹8.49 crore to ₹67.43 crore, a portion of which is attributable to MufinPay.

• BimaPay Consolidation Adds a High-Growth Asset The February 2026 share swap completes HML's consolidation of 6.96% of BimaPay's equity, which was previously a separately held entity. BimaPay's disbursements grew from ₹2.8 lakh (July 2022) to ₹32 crore (November 2023), representing over 1,000 times growth in 16 months. The fully digital insurance financing platform, now brought closer into HML's fold, targets a ₹9 trillion annual insurance premium market.

• Account Aggregator Licence Application As per the group's FY25 roadmap, HML has applied for an Account Aggregator licence from RBI. If granted, this creates a new data infrastructure business that connects all existing fintech verticals (lending, P2P, payments, insurance) into a single consented data network, materially raising the value of the entire group's customer data assets.

Disclaimer: The FY25 consolidated financial data presented on this page is sourced from publicly available secondary financial research platforms, cross-verified for internal consistency, and directionally consistent with the Acuite Ratings credit report on Hindon Mercantile Limited's NCD programme uploaded on the official company website hindon.co (July 2025). The FY25 audited annual report has not been independently accessed from MCA filings at the time of writing. Financial figures are approximate and should be verified from the actual annual report filed with MCA or available at hindon.co. The EGM Notice data (share counts, issue price, allottees) is sourced directly from the official EGM Notice of Hindon Mercantile Limited dated February 12, 2026, signed by Managing Director Kapil Garg (DIN: 01716987). Mufin Green Finance market capitalisation is current as of the date of this content preparation and is subject to daily market fluctuation; the subsidiary stake value cited herein will change with Mufin Green's listed share price. This content is intended solely for informational and educational purposes and does not constitute investment advice, a solicitation to buy or sell securities, or a recommendation of any kind. Investing in unlisted shares involves significant risks including but not limited to: illiquidity, absence of regulated price discovery, holding company discount, high financial leverage, NPA risk in the lending portfolio, group complexity across multiple regulated entities, and absence of a confirmed liquidity event timeline. Prospective investors are strongly advised to conduct independent due diligence, verify financials from primary sources, and consult a SEBI-registered investment advisor before making any investment decision. Priveq.in does not guarantee the accuracy, completeness, or timeliness of information provided and accepts no liability for investment decisions made in reliance on this content.