Indo Thai Securities Ltd

Issue Overview

• Type and securities: Preferential issue of equity shares and convertible warrants.
• Total issue size revised downward due to cancellation; net proceeds disclosed.
• Objects: augmenting margin with stock exchanges and funding for trading; general corporate purposes.

Utilisation of Proceeds

• Utilisation aligned with offer document; no material deviations observed.
• No changes in means of finance or allocation among objects.
• Object 1 status: ongoing; end-quarter balance and utilisation details indicate continuing deployment.
• GCP object status: ongoing; no quarterly utilisation; unutilised funds.
• Unutilised funds currently parked in monitoring account.

Governance & Compliance

• Approvals: statutory approvals for objects not applicable.
• Cancellation of one allottee reduced issue size; no material impact.
• No related party transactions used for proceeds.
• Means of finance unchanged; no change in financing arrangements.
• No delays in object implementation; ongoing with target in the period.

GCP - General Corporate Purpose

• GCP utilisation: not utilized during Q1 FY27; no sub-heads allocated.
• Board approval for GCP allocation not indicated.

Board action

• Board considered the Monitoring Agency report on utilization of issue proceeds for quarter ended 30 June 2026.

NCD intermediary appointments

• ATSL appointed Debenture Trustee for proposed NCD issuance.
• Bigshare Services Private Limited appointed Registrar and Transfer Agent for NCD issuance.
• Appointments effective from the date of electronic connectivity with NSDL and CDSL.
• Meeting held at registered office on 07 Aug 2026, 4:00–4:30 PM.

Purpose

• Approve Scheme of Arrangement in the nature of demerger between Indo Thai Securities and Indo Thai Financial Services.

Resolutions

• Special resolution to approve the Scheme of Arrangement under sections 230-232 CA 2013.

Voting Outcome

• Unsecured creditors approved by requisite majority; votes in favour 46,317,850; against 0.
• Total outstanding votes 47,767,222; polls 46,317,850 (96.97%).
• Invalid votes: 1,449,372 from Public Non-Institutions.

Creditor/Shareholder Impact

• No exchange ratio disclosed; impact on capital structure to be specified in the scheme.
• Scheme approval subject to NCLT sanction and implementation.

Next Steps

• Pending NCLT sanction for effectiveness; no timeline disclosed.

Vote outcome

• Date of meeting: 24 July 2026.
• Record date: 17 July 2026.
• Scheme: arrangement demerger between Indo Thai Securities and Indo Thai Financial Services.
• Resolution: Special resolution approved by requisite majority.
• Total votes in favour: 79,335,743; against: 295.
• Shareholder approval: 99.99% in favour; 0.00% against.
• Promoter group: 100% in favour.
• Public Institutions: 100% in favour.
• Public Non-Institutions: 99.9956% in favour; 0.0044% against.
• Invalid votes: 4,782,000 (Public Institutions).
• Next steps: Not disclosed in filing.

Purpose of Meeting

• Special resolution to approve the demerger scheme between Indo Thai Securities (demerged) and Indo Thai Financial Services (resulting).

Key Resolutions / Business

• Approve the demerger scheme between the two Indo Thai entities.

Voting Outcome

• Special Resolution passed by requisite majority; 46,317,850 votes in favour (96.97%).
• Promoter group and institutions: no votes; public non-institutions contributed 1,449,372 votes.
• Against: 0 votes.

Shareholder/Creditor Impact

• Demerger effect on shareholders not disclosed; no exchange ratio details provided in filing.

Next Steps

• Final NCLT sanction required; no timeline for effectiveness disclosed.