Key Resolutions and Quantitative Details

Related Party Transactions (Item Nos. 1-7)

The company seeks approval for material related party transactions with 7 promoter group companies for FY 2026-2027:

  • Family Care Hospitals Limited: Up to ₹1,000 lakhs transaction value
  • Dealmoney Commodities Private Limited: Up to ₹5,000 lakhs transaction value
  • Dealmoney Realestate Private Limited: Up to ₹500 lakhs transaction value
  • Oodnap Securities Limited: Up to ₹200 lakhs transaction value
  • Pran Fertilisers & Pesticides Private Limited: Up to ₹200 lakhs transaction value
  • Dp Engineering & Consulting Private Limited: Up to ₹200 lakhs transaction value
  • Continental Controls Limited: Up to ₹5,000 lakhs transaction value

All transactions are proposed to be conducted on arm's length basis in ordinary course of business. Maximum value of single transaction shall not exceed ₹1 crore.

Subsidiary Related Party Transactions (Item No. 8)

Approval sought for material related party transactions between subsidiaries of the company during FY 2026-27 with aggregate annual limit of ₹170 crores.

Employee Stock Option Plan (Item Nos. 9-10)

  • Introduction of "Onelife Capital Advisors Limited – Employee Stock Option Plan, 2026"
  • Total pool size: 18,68,000 stock options (5% of paid-up equity capital)
  • Face value: ₹10 per share
  • Eligibility: Permanent employees and directors (excluding independent directors, promoters, and directors holding >10% shares)
  • Vesting schedule: 10% after Year 1, 20% after Year 2, 30% after Year 3, 40% after Year 4
  • Extension to employees of subsidiary and associate companies also approved

CEO Appointment and Remuneration (Item No. 11)

  • Appointment of Mr. Pandoo Naig (DIN: 00158221) as Chief Executive Officer
  • Remuneration revision from ₹15,00,000 to ₹1,20,00,000 per annum
  • Mr. Naig is an Executive Director and belongs to Promoter Group
  • Company reported net profits of approximately ₹2 crores for relevant financial year

Dates and Timeline

  • Cut-off date for voting eligibility: June 5, 2026
  • Remote e-voting commencement: June 11, 2026 at 9:00 AM
  • Remote e-voting completion: July 10, 2026 at 5:00 PM
  • Results declaration: On or after July 10, 2026

Parties Involved

  • Scrutinizer: M/s M Siroya and Company, Company Secretaries
  • E-voting service provider: Central Depository Services (India) Limited (CDSL)
  • Stock Exchanges: BSE Limited and National Stock Exchange of India Limited

Voting Process

  • Postal ballot conducted only through remote e-voting
  • No physical ballot forms or business reply envelopes being sent
  • Notice sent only through electronic mode to members with registered email addresses
  • Members can vote through CDSL/NSDL e-voting systems or depository participants

Financial Impact

Financial impact of related party transactions not quantified in absolute terms but subject to prescribed limits. ESOP plan may result in dilution of up to 5% of equity capital upon full exercise.

Documents Availability

Notice and related documents available on company website (www.onelifecapital.in), CDSL website (www.evotingindia.com), and stock exchange websites (www.bseindia.com, www.nseindia.com).