Key Resolutions for Shareholder Approval

The company is seeking shareholder approval through remote electronic voting for the following eight special resolutions:

1. Surrender of trading and clearing memberships - Approval to surrender memberships with NSE, BSE and other exchanges, including depository participant activities and intermediary registrations

2. Alteration of Main Object Clause of Memorandum of Association - Replacement of existing sub-clauses 1 and 2 with new business objects focusing on consultancy services (financial, management, cost, taxation, corporate law, software, HRD, foreign exchange, marketing, shares and stock, investment portfolio) and trading business (agricultural, commercial, industrial products, automobiles, food products, petroleum, engineering, pharmaceuticals, textiles, metals, jewelry, e-commerce)

3. Change of Name of the Company - From "DJS Stock and Shares Limited" to "DJS Fintech Services Limited" with consequent amendments in MOA and AOA

4. Amendment of Title of Incidental Object Clause - Substitution of title with "MATTERS WHICH ARE NECESSARY FOR FURTHERANCE OF THE OBJECTS SPECIFIED IN CLAUSE III. (A) ARE"

5. Deletion of sub-clause 3A from Clause III. (B) - Removal of clause ancillary to stock broking activities

6. Deletion of Other Object Clause - Complete deletion of Clause III. (C) including sub-clauses 1-17

7. Amendment of Liability Clause - Replacement of existing Clause IV with new clause stating "The liability of the members is limited to the extent of amount unpaid on shares held by the members"

8. Alteration of Articles of Association - Adoption of new set of Articles as per Table F of Schedule I of Companies Act, 2013

Voting Details

  • Cut-off date: Friday, 29th May, 2026
  • E-voting service provider: National Securities Depository Limited (NSDL)
  • Voting period: Thursday, 4th June, 2026 at 09:00 a.m. to Friday, 3rd July, 2026 at 05:00 p.m.
  • Results declaration: On or before Saturday, 4th July, 2026
  • Scrutinizer: Mr. Narottam Bagaria (FCS No. 5443), Partner, M/s. N. Bagaria & Associates

Communication Method

Notice sent only by email to members registered with depositories/RTA. No hard copies distributed in accordance with MCA Circulars.

Rationale for Resolutions

Surrender of Memberships (Item 1)

  • Stock broking activities have remained inactive/non-operational for several years
  • Company incurred recurring costs towards membership fees and regulatory charges
  • Intense competition and changing market dynamics prevented business revival
  • Aim to reduce operational costs and compliance burden

Business Object Changes (Item 2)

  • To align objects with proposed change in business activities from stock broking to consultancy services and trading
  • Company declares no unutilized funds from any previous public issue

Name Change (Item 3)

  • To better represent current business operations and future growth plans
  • Compliance with Regulation 45(1) of SEBI LODR confirmed by auditor certificate
  • FY 2025-26 revenue: Consultancy Income ₹20,00,000 + Bank Interest ₹7,87,251 = Total ₹27,87,251
  • No previous name changes since incorporation on 27th April, 1994

Other MOA/AOA Amendments (Items 4-8)

  • Carried out to comply with provisions of Companies Act, 2013
  • Removal of clauses related to inactive stock broking business
  • Standardization of documents with current legal requirements

Financial Impact

Not quantified in the disclosure. The changes are primarily structural and operational with expected reduction in compliance costs.

Capital Structure Impact

No direct impact on share capital structure disclosed. The liability clause amendment clarifies member liability limitation.

Governance Aspects

  • All resolutions require special majority approval
  • None of the Directors or Key Managerial Persons have any interest in the resolutions except to the extent of their shareholding
  • Board recommends all resolutions for approval

Document Availability

Postal Ballot Notice available on company website (www.djsstocks.com), BSE website (www.bseindia.com), and NSDL e-voting website (www.evoting.nsdl.com)