Meeting Details
This is a Postal Ballot process without a physical meeting. The e-voting period commences at 09:00 A.M. (IST) on Thursday, 06th August, 2026 and concludes at 05:00 P.M. (IST) on Friday, 04th September, 2026.
Proposed Resolutions and Implications
Resolution 1: Ordinary Resolution
To approve material modification(s) to material related party transaction(s) which were approved earlier and proposed to be entered into by the Company with Anand Rathi Financial Services Limited (ARFSL / Holding Company) for the Financial Year 2026‐27.
Financial Details with ARFSL:
- Loans, Advances & Deposits to be taken: ₹2,00,000 lakhs (Maximum outstanding: ₹50,000 lakhs)
- Interest to be paid on Loans taken: ₹3,750 lakhs
- Total: ₹2,03,750 lakhs
Resolution 2: Ordinary Resolution
To approve material modification(s) to material related party transaction(s) which were approved earlier and proposed to be entered into by the Company with Anand Rathi Global Finance Limited (ARGFL / Group Company) for the Financial Year 2026‐27.
Financial Details with ARGFL:
- Loans, Advances & Deposits to be taken: ₹1,50,000 lakhs (Maximum outstanding: ₹30,000 lakhs)
- Interest to be paid on loans taken: ₹2,250 lakhs
- Interest to be paid on Cash Margin: ₹1,500 lakhs
- Total: ₹1,53,750 lakhs
Voting Process and Methods
The Company has engaged MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) for providing e-voting facility. The voting will be conducted only through remote e-voting process without physical postal ballot forms.
Cut-off Date for eligibility: Friday, July 31, 2026
E-voting Period: August 6, 2026 (9:00 AM IST) to September 4, 2026 (5:00 PM IST)
Scrutinizer Appointment and Role
The Board of Directors has appointed CS Sandhya Malhotra (Membership No. FCS: 6715), Partner at M/s. Manish Ghia & Associates, Practicing Company Secretaries as the Scrutinizer for conducting the postal ballot process in a fair and transparent manner.
The Scrutinizer will submit the results within two working days from conclusion of the e-voting period to the stock exchanges. The results along with the Scrutinizer's Report will be posted on the company website and stock exchange websites.
Compliance with Laws and Regulations
The disclosure is made in compliance with:
- Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- Section 110 of the Companies Act, 2013
- Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014
- Various MCA Circulars and SEBI Circulars referenced in the notice
- Secretarial Standard on General Meetings (SS-2)
Additional Financial Information
The proposed modifications are necessary due to changed business requirements and commercial exigencies. The transactions are stated to be at arm's length basis and in the ordinary course of business. The interest rate on unsecured loans from both related parties is 10% p.a. payable monthly, which is comparable to the company's secured borrowing rates ranging from 8.95% to 10.20% per annum from external lenders.
The company's debt-to-equity ratio is expected to change from 0.61 to 2.09 after the ARFSL transactions and from 0.61 to 1.72 after the ARGFL transactions based on last audited financial statements.
Historical Transaction Data
With ARFSL:
- FY 2023-24: Maximum outstanding ₹34,500 lakhs
- FY 2024-25: Maximum outstanding ₹35,730 lakhs
- FY 2025-26: Maximum outstanding ₹5,000 lakhs
With ARGFL:
- FY 2023-24: Maximum outstanding ₹6,500 lakhs
- FY 2024-25: Maximum outstanding ₹5,620 lakhs
- FY 2025-26: Maximum outstanding ₹8,000 lakhs
The results of the postal ballot will be deemed passed on September 4, 2026 if approved by requisite majority.