Inventure Growth & Securities Ltd

AGM Details

• AGM held on 29 September 2026 at 11:30 a.m. via Video Conferencing/OAVM.
• Record date for shares: 22 September 2026; total on record: 292,072.

Key Resolutions and Outcomes

• Resolution 1: Adoption of standalone and consolidated financial statements; ordinary; approved with 99.999% in favour.
• Resolution 2: Re-appointment of Kanji Bachubhai Rita by rotation; ordinary; approved 99.9976% in favour.
• Resolution 3: Re-appointment of Kanji Bachubhai Rita as Chairman and Managing Director; special; approved 99.9976% in favour.
• Resolution 4: Re-appointment of Surji Damji Chheda as Independent Director; special; approved 99.9976% in favour.

Director Changes

• Kanji Bachubhai Rita re-appointed as Director by rotation.
• Kanji Bachubhai Rita appointed as Chairman and Managing Director.
• Surji Damji Chheda appointed as Independent Director.

AGM details

• Date and time: 29 September 2026 at 11:30 IST through VC/OAVM.
• Mode: Video Conferencing / Other Audio Visual Means.
• Record date for voting: 22 September 2026.
• Shareholders on record: 292,072.

Key resolutions

• Resolution 1 (Ordinary): Adoption of standalone and consolidated financial statements for year ended 31 March 2026.
• Resolution 2 (Ordinary): Re-appointment of Kanji Bachubhai Rita by rotation.
• Resolution 3 (Special): Re-appointment of Kanji Bachubhai Rita as Chairman and Managing Director.
• Resolution 4 (Special): Re-appointment of Surji Damji Chheda as Independent Director.

Voting outcomes

• Resolution 1 passed with overwhelming majority.
• Resolution 2 passed with overwhelming majority.
• Resolution 3 passed with overwhelming majority.
• Resolution 4 passed with overwhelming majority.

Dividend

• Dividend: No dividend proposed or declared.

Director changes

• Rita re-appointed as Chairman and Managing Director.
• Rita re-appointed as Director by rotation.
• Chheda appointed as Independent Director.

Auditors and RPTs

• Auditor changes: None reported.
• Material related party transactions: None disclosed.

Other material approvals

• Other approvals: No additional material approvals reported.

AGM Details

• 31st AGM held on Tuesday, 29 September 2026 at 11:30 AM via VC/OAVM.
• Remote e-voting conducted Sep 24–28, 2026; AGM allowed e-voting.
• Scrutinizer appointed to oversee e-voting process.
• Meeting concluded at 11:55 AM.

Key Resolutions

• Adoption of audited financial statements and consolidated statements for year ending 31 March 2026.
• Re-appointment of Kanji Bachubhai Rita as director by rotation.
• Reappointment of Kanji Bachubhai Rita as Chairman and Managing Director.
• Reappointment of Surji Damji Chheda as Independent Director.

Voting Results

• Adoption of audited financial statements passed with requisite majority.
• Re-appointment of Kanji Rita as director passed with requisite majority.
• Reappointment of Kanji Rita as Chairman and MD passed with requisite majority.
• Reappointment of Surji Damji Chheda as Independent Director passed with requisite majority.

Director Changes

• Reappointment of Kanji Bachubhai Rita as Chairman and Managing Director.
• Reappointment of Surji Damji Chheda as Independent Director.

Inventure Growth & Securities Ltd trading window closed from Oct 01, 2026 until 48 hours after the declaration of Unaudited Standalone and Consolidated Financial Results of the Company for the quarter and half year ended September 30, 2026

Litigation update

• Arbitration tribunal rejected the Company's Section 16 jurisdiction challenge.
• Arbitration relates to sale of shares under Aug 13, 2014 agreement.
• Hearing on Sept 5, 2026 addressed production of documents; jurisdictional burden discussed.
• Sole Arbitrator noted need for further consideration due to alleged separate arrangement; next hearing scheduled.
• No immediate financial or operational impact arising solely from this order.
• Claims are to be quantified at final trial.
• Parties include Nagji Keshavji Rita & Ors; Company named Respondent No. 3.

Overview & Highlights

• Standalone revenue from operations: 3,451.48 lakhs; PAT: 153.62 lakhs; EPS: 0.015.
• Consolidated revenue from operations: 5,101.34 lakhs; PAT: 384.65 lakhs; EPS: 0.04.
• Dividend for FY2025-26: not proposed.
• Rights issue net proceeds: 4893.00 lakhs; partially utilised; funds in escrow.
• Share capital post rights issue: 10,500.00 lakhs; promoter holding 26.39%.
• Scheme of Arrangement filed 1 May 2025; not yet effective; amalgamation of six subs and demerger plan.
• Total equity & reserves reflect consolidation of six subsidiaries; IGSL remains material subsidiary.

Business Development & Strategy

• Algo Trading for Institutional Clients launched; technology-driven trading solutions expanded.
• Entered Securities Lending & Borrowing Mechanism (SLBM) to widen market services.
• Crazy Snacks SME IPO Lead Manager; expanded primary capital market capabilities.
• Wealth Management, PMS, AIF and debt products expanded via subsidiaries.
• Integrated platform across broking, algo, primary markets, wealth mgmt, PMS and AIF.
• Strategic priorities: grow customer base, digital capabilities, efficiency, governance, and long‑term value.

Capital Structure & Financial Position

• Rights issue: 210 million shares; post-issue equity Rs 1050 crore (Rs 10,500 lakhs).
• Promoter Kanji B. Rita holds 26.39% stake; no change in top holder since 2025.
• Board retains entire current year profit; no dividend declared.
• Borrowings: consolidated borrowings Rs 3,662.76 lakhs; overdraft secured against term deposits.
• Consolidated net assets: Rs 2,759.46 lakhs, reflecting strong reserve buildup.

Subsidiaries & Consolidation

• Six subsidiaries: IGSL, Inventure Finance, Inventure Commodities, IWML, IIBPL, IMBSPL, IDPL.
• IGSL is the material subsidiary; consolidation includes all six subsidiaries.
• No associates or joint ventures reported; standalone and consolidated audits completed.
• Annexure A provides highlights of subsidiary performance and contribution.

Governance & Board

• Board: 6 directors; 1 Executive Chairman/MD; 2 Whole-time Directors; 3 Independent Directors.
• Kanji B. Rita re-appointed as Chairman & MD for 3 years (till Aug 12, 2030).
• Surji Damji Chheda re-appointed as Non-Executive Independent Director for 5-year term (2027–2032).
• Independent directors held separate meetings on Apr 4, 2025 and Feb 12, 2026.
• Auditors: CGCA & Associates; Secretarial: D.M. Zaveri & Co.; compliance ongoing.

Audit, Risk & Internal Controls

• Statutory auditors report no qualifications; internal controls considered adequate and effective.
• IT controls identified as key audit matter; ITGCs tested for access & change management.
• Secretarial audit noted minor non-compliance under Regulation 30; management to address.
• Whistleblower mechanism in place; no sanctions or denials of access reported.

Regulatory & Legal Landscape

• Historical SEBI/SCN orders and penalties exist; final orders awaited on certain matters.
• NSE penalties have been reviewed with partial reversals; some refunds processed.
• SAT proceedings ongoing in select SEBI-related matters; further hearings scheduled.
• Management notes no material adverse impact on going concern; disclosures on risk remain.

Outlook & Risks

• Industry dynamics: price competition, regulatory pressure; emphasis on digital transformation.
• Key risks: cyber threats, market volatility, liquidity and counterparty risk in broking and lending.
• Management focuses on risk management, governance, and scalable technology to sustain growth.

AGM details

• Date and time: 29 September 2026 at 11:30 IST.
• Mode: Video Conferencing / Other Audio-Visual Means.
• Deemed venue: registered office address.
• Notice dispatch cut-off: 28 August 2026; voting cut-off: 22 September 2026.

Key resolutions

• Ordinary: Adoption of Audited Financial Statements including Consolidated for year ended 31 March 2026.
• Ordinary: Re-appointment of Kanji B. Rita as Director on rotation.
• Special: Re-appointment of Kanji B. Rita as Chairman & Managing Director for three years.
• Special: Re-appointment of Surji Damji Chheda as Non-Executive Independent Director for five years.

Director changes

• Kanji B. Rita to serve as MD for a three-year term.
• Surji D. Chheda to continue as Independent Director for five years (Oct 1 2027–Sep 30 2032).
• MD remuneration terms to be as stated in Explanatory Statement.