Key Decisions and Approvals

The Board of Directors meeting, held on 20th July 2026 from 04:00 P.M. to 06:30 P.M., considered and approved the following matters:

1. Financial Results: Approved the un-audited standalone and consolidated financial results for the quarter ended 30th June 2026. The results were reviewed by the statutory auditor, Fadnis & Gupte LLP.

2. Preferential Issue: Approved the issuance and allotment of up to 90,50,000 (Ninety Lakh Fifty Thousand) warrants. Each warrant is convertible into one equity share of face value ₹2.

  • Issue Price: ₹63.64 per warrant (including warrant subscription and exercise price).
  • Total Issue Size: ₹57,59,42,000 (₹57.59 crore).
  • Allottees: The warrants are to be issued to Promoters/Promoter Group and Non-Promoters/other persons (as listed in Annexure I).
  • Governing Provisions: The issue is in accordance with Section 62(1)(c) of the Companies Act, 2013, SEBI (ICDR) Regulations, 2018, and SEBI (LODR) Regulations, 2015.
  • Approvals Pending: The issue is subject to approval from the company's members and in-principle approvals from stock exchanges and other regulatory authorities.

3. EGM: Approved convening the 1st Extra-Ordinary General Meeting (EGM) for the financial year 2026-27 on Friday, 14th August 2026. The meeting will be conducted through Video Conferencing (VC) or Other Audio-Visual Means (OAVM). The notice will be sent to the exchange and members separately.

4. Other Business: Addressed other routine businesses with the permission of the chair.

Financial Results Summary (Standalone)

The unaudited standalone financial results for the quarter ended June 30, 2026, are as follows (figures in ₹ lakhs, except EPS):

  • Revenue from Operations: ₹2,889.55
  • Fees and commission income: ₹1,000.61
  • Interest income: ₹1,536.02
  • Net gain on fair value changes: Not applicable (:-)
  • Merchant banking fees: ₹29.35
  • Sale of shares and securities: ₹203.97
  • Revenue from other operations: ₹119.60
  • Other Income: ₹2.57
  • Total Income: ₹2,892.12
  • Total Expenses: ₹2,336.06
  • Fees and commission expense: ₹749.74
  • Finance costs: ₹326.90
  • Purchase of shares and securities: ₹172.47
  • Changes in inventory of shares and securities: (₹125.67)
  • Employee benefits expenses: ₹764.89
  • Depreciation and amortisation expense: ₹26.29
  • Other expenses: ₹421.44
  • Profit Before Tax (PBT): ₹556.06
  • Tax Expense: ₹145.89
  • Current tax: ₹144.47
  • Deferred tax: ₹1.42
  • Profit for the Period (Net Profit): ₹410.17
  • Other Comprehensive Income (net of tax): (₹20.42)
  • Total Comprehensive Income: ₹389.75
  • Paid-up Equity Share Capital: ₹401.97 lakhs (face value ₹2 per share)
  • Earnings Per Share (EPS) (₹2 face value):
  • Basic EPS: ₹2.04
  • Diluted EPS: ₹2.03

Financial Results Summary (Consolidated)

The review report states the consolidated results include the company and its three wholly-owned subsidiaries: Swastika Fin-Mart Private Limited, Swastika Investmart (IFSC) Private Limited, and Avisa Wealth Manager Private Limited, plus the share of profit/(loss) of one associate, Swastika Insurance Broking Services Limited.

  • The auditors did not review the interim results of the subsidiaries and associate but relied on reports from their respective auditors.
  • The subsidiaries contributed total revenues of ₹18.73 lakhs and a net loss of ₹22.69 lakhs for the quarter.
  • The share of loss from the associate company was ₹11.13 lakhs for the quarter.
  • Management deemed these entities not material to the Group.

Segment-wise Performance (Consolidated)

For the quarter ended June 30, 2026 (figures in ₹ lakhs):

  • Segment Revenue:
  • Broking and related activities: ₹2,860.20
  • Merchant banking activities: ₹29.35
  • Others: ₹18.62
  • Less: Inter-segment revenue: ₹11.59
  • Net Revenue from Operations: ₹2,896.58
  • Segment Results (PBT):
  • Broking and related activities: ₹580.20
  • Merchant banking activities: (₹24.14)
  • Others: (₹22.89)
  • Total PBT: ₹533.17

Preferential Allotment Details (Annexure I)

The annexure provides a detailed list of allottees for the proposed warrant issue.

  • Promoter Allottees: Mr. Sunil Nyati (5.75 lakh warrants), Mrs. Anita Nyati (5.75 lakh warrants), Mr. Parth Nyati (7.00 lakh warrants), Mr. Devashish Nyati (7.00 lakh warrants).
  • Non-Promoter Allottees: Include entities like Intelliquity Ventures LLP (8.00 lakh warrants), Valueworth Advisors LLP (12.00 lakh warrants), and individuals like Mr. Ajay Popatlal Shah (2.50 lakh warrants) and Ms. Yogita Gandhi (20.00 lakh warrants).
  • The table shows pre- and post-allotment shareholding patterns for each allottee, assuming full conversion of all warrants.

Other Notes to Accounts

  • The financial results were reviewed by the Audit Committee and approved by the Board.
  • The company operates in two reportable segments: Stock Broking & Related Activities and Merchant Banking Activities.
  • The investment in Ujaas Energy Limited (23.61% stake held by a subsidiary) is accounted for as a financial asset, not as an associate or joint venture.
  • During the quarter, 1,00,500 employee stock options were granted under the Swastika ESOS 2025 scheme.

Dissemination Plan

The unaudited financial results will be:

  • Submitted to BSE in XBRL format.
  • Uploaded on the BSE website (www.bseindia.com) and the company's website (www.swastika.co.in).
  • Published in Marathi and English newspapers via an advertisement containing a QR code linking to the full results.
  • A separate continuous disclosure filing for the preferential issue will be made in PDF and XBRL formats.