Meeting Details

The Meeting of the Unsecured Creditors was convened by the order of the Hon'ble National Company Law Tribunal (NCLT), Indore Bench (Order dated 10th June 2026 in CA(CAA)/04(MP)2026). It was held through Video Conferencing/Other Audio Visual Means (VC/OAVM) on Friday, 24th July 2026, commencing at 03:00 P.M. and concluding at 03:09 P.M. The deemed venue was the Registered Office of the company at Capital Tower, 2nd Floor, Plot Nos. 169A-171, PU-4, Scheme No. 54, Indore - 452010, Madhya Pradesh, India.

Proposed Resolution and Implications

The single resolution was to consider and approve the Scheme of Arrangement in the nature of Demerger between Indo Thai Securities Limited (Demerged Company) and Indo Thai Financial Services Limited (Resulting Company) pursuant to Sections 230 to 232 of the Companies Act, 2013. The scheme involves the demerger of the Broking and Distribution Business, with an Appointed Date defined as the effective date per Clause 28.1 of the Scheme. The resolution required a special majority.

Voting Process and Methods

The voting process was conducted in two ways:

  • Remote e-voting: Facility was provided by Central Depository Services (India) Limited (CDSL) with EVSN: 260619004. It was open from Monday, 20th July 2026 at 9:00 A.M. IST until Thursday, 23rd July 2026 at 5:00 P.M. IST.
  • E-voting during the meeting: Facility was provided for creditors present at the VC/OAVM meeting who had not voted via remote e-voting.

The cut-off date for determining creditor eligibility was 31st December 2025. On that date, there were 1004 unsecured creditors with a total outstanding value of Rs. 48,85,19,193.96.

Key Voting Outcomes

Attendance:

  • Total Unsecured Creditors as of record date: 1004
  • Creditors present in person or by proxy: 0
  • Creditors attended through VC/OAVM: 27

Voting Results for the Resolution:

  • Resolution Type: Special Resolution
  • Total Outstanding Value: Rs. 4,77,67,222
  • Total Value Voted: Rs. 4,63,17,850
  • Vote Polled (% of outstanding value): 96.97%
  • Votes in Favour: Rs. 4,63,17,850
  • Votes Against: Rs. 0
  • % Votes in Favour (on votes casted): 100%
  • % Votes Against (on votes casted): 0%
  • Result: Passed

Breakdown by Voting Mode:

  • Remote E-Voting: Rs. 4,63,17,850 voted (96.97% of outstanding), all in favour.
  • E-Voting during meeting: Rs. 0 voted.

Invalid Votes:

A total of 5 votes were declared invalid with a value of Rs. 14,49,372. These were from the 'Public - Non Institutions' category. The votes were invalidated because the creditors (corporate entities) failed to furnish the requisite Board Resolution/Authority Letter authorizing their representative to vote.

The resolution was passed by the requisite majority, meaning it was approved by unsecured creditors representing three-fourths in value of those casting their vote.

Scrutinizer's Role and Findings

PCS Kaushal Ameta was appointed as the Scrutinizer by the NCLT order dated 10th June 2026. His responsibilities included scrutinizing the remote e-voting and e-voting process at the meeting. The Scrutinizer's report confirms that the voting was conducted fairly and transparently. The votes were unblocked and finalized from the CDSL system in the presence of witnesses, CS Manish Tamboli and CA Amit Rawal, after the meeting concluded. The Scrutinizer validated the votes against the list of creditors provided by the company and confirmed the final result.

Compliance Statement

The disclosure is made in compliance with Regulation 44(3) of the SEBI (LODR) Regulations, 2015, the Companies Act, 2013, and relevant circulars issued by the Ministry of Corporate Affairs (MCA). The notice for the meeting was dispatched via email to all 1004 creditors and via speed post to 47 creditors whose emails bounced. It was also published in newspapers (Free Press Journal and Choutha Sansar on 20th June 2026) and hosted on the company's and stock exchanges' websites.