Nexome Capital Markets Ltd

AGM resolutions and outcomes

• Adopted audited balance sheet, P&L and cash flows for year ended 31 March 2026.
• Final dividend of Rs 1.50 per equity share approved for FY2026.
• Saharsh Parekh re-appointed as Director (retiring by rotation).
• Continuation of Kishor Shah as Managing Director approved through 31 March 2027.

AGM results and key resolutions

• AGM held August 11, 2026 via VC/OAVM; all resolutions passed.
• Resolution 1: adoption of audited financial statements for year ended March 31, 2026.
• Resolution 2: Re-appointment of Saharsh Parekh (DIN 03315239) after retirement by rotation.
• Resolution 3: Final dividend of Rs 1.50 per equity share.
• Resolution 4: Continuation of Kishor Shah as MD after age 70.
• Scrutinizer's report enclosed; promoter votes on Resolution 2 excluded due to related-party interest.
• No ballots were received; voting conducted by remote e-voting and VC/OAVM.

AGM details

• AGM held on 11 August 2026 at 11:00 AM via VC/OAVM at registered Kolkata office.
• Voting cut-off date: 4 August 2026; total shareholders on record: 2,997.
• Shareholders present via VC: Promoters 5, Public 77.

Resolutions

• Resolution 1 (Ordinary): Adoption of Balance Sheet, P&L, Cash Flows, and Board and Auditor reports.
• Resolution 2 (Ordinary): Reappointment of Saharsh Parekh on rotation.
• Resolution 3 (Ordinary): Declaration of final dividend of Rs 1.50 per equity share.
• Resolution 4 (Special): Continuation of Kishor Shah as Managing Director after attaining age 70.

Voting results

• Resolution 1 carried by requisite majority.
• Resolution 2 carried; promoter votes not counted due to interest.
• Resolution 3 carried by requisite majority; dividend approved.
• Resolution 4 carried by requisite majority.

Directors / MD

• Kishor Shah to continue as Managing Director after turning 70.

AGM details

• AGM held on 11 August 2026 at 11:00 AM via VC/OAVM.
• Cut-off date for voting was 4 August 2026.
• Remote e-voting open from 8 to 10 August 2026.
• Venue: registered office; meeting conducted through VC/OAVM.
• Record date entitles shareholders to vote.

Resolutions

• Resolution 1: Ordinary resolution for re-appointment of a director.
• Resolution 2: Ordinary resolution for re-appointment of Harsh Parekh as director.
• Resolution 3: Ordinary resolution to declare final dividend of Rs 10 per share.
• Resolution 4: Special resolution for continuation of Managing Director beyond age 70.

Voting results

• Resolution 1: Passed by majority.
• Resolution 2: Passed; promoter votes excluded from tally.
• Resolution 3: Passed; dividend Rs 10 per share.
• Resolution 4: Passed by majority.

Dividend

• Final dividend approved: Rs 10 per share.

Director changes

• Managing Director to continue beyond age 70.

Auditors

• No auditor changes disclosed in this chunk.

AGM Details

• AGM held 11 August 2026 at 11:00 AM via VC/OAVM.
• Record date: 4 August 2026; total shareholders on record: 2,997.
• Remote e-voting: 8–10 August; unblocked 11 August 11:42 AM.
• Meeting at registered office; no in-person attendance; two witnesses present.

Key Resolutions and Outcomes

• Resolution 1 (Ordinary): Adopt financial statements and reports; passed.
• Resolution 2 (Ordinary): Reappoint Saharsh Parekh as director; promoter votes excluded due to interest; passed.
• Resolution 3 (Ordinary): Declare final dividend of Rs 1.50 per equity share; passed.
• Resolution 4 (Special): Continuation of Kishor Shah as Managing Director beyond age 70; passed.

Dividend

• Final dividend of Rs 1.50 per equity share approved.

Director Changes

• Saharsh Parekh reappointed as director; retires by rotation.
• Kishor Shah continued as Managing Director beyond age 70; continuation approved.

Other Governance Notes

• Promoter votes for Resolution 2 not counted due to interest.

Issue Overview

• Rights issue of equity shares; no undersubscription reported.
• Utilisation aligned with disclosed objectives; no deviations noted.
• Objects include General Corporate Purposes, investments in mutual funds, and liquid funds.
• GCP deployment approved by Rights Issue Committee; funds invested in mutual funds.
• Unutilised funds: small balance kept in monitoring account.

Utilisation of Proceeds

• Utilisation is as per offer document; deployment approved by committee.
• No material deviations observed; no changes in allocation.
• Investment in shares and mutual funds: no current-quarter utilisation; funds remain invested.
• Investment in liquid funds: no current-quarter utilisation; balance remains invested.
• GCP: utilised in full during quarter; approvals obtained from Rights Issue Committee.
• Issue-related expenses: partially utilised; remaining balance idle.
• Total unutilised funds: retained as a small balance in monitoring account.
• Delay: no delay observed in object implementation.

Governance and Compliance

• Approvals: statutory approvals not required for certain objects; board approvals via Rights Issue Committee.
• Material events: none reported affecting viability.
• Monitoring scope: limited to end-investment level; redemption not tracked.
• Other information: no additional material disclosures.

General Corporate Purpose (GCP)

• GCP deployment: funds allocated to mutual funds after Rights Issue Committee approval.
• GCP cap: up to 25% of net proceeds permitted under applicable laws.
• GCP purposes include strategic initiatives, growth funding, working capital, and general admin expenses.

Funding and results highlights

• Nexome Capital Markets reports Q1 FY2026 results; rights issue completed; warrants converted.
• Rights issue: 29.39 lakh shares at Rs 75; proceeds Rs 2,203.875 lakhs; allotment March 24, 2026.
• Conversion of 19.2 lakh Equity Convertible Warrants into equity shares on April 20, 2026; 921.60 lakh received.
• Ad hoc provision on loans 6% total Rs 169.33 lakh; reversal Rs 24.92 lakh in quarter.
• Standalone Q1-2026 net sales 302.71 lakh; total income 726.97; PAT 127.45; EPS 1.22.
• Consolidated Q1-2026 net sales 303.39; total income 727.66; PAT 124.51; EPS 1.19.
• Audit: Results reviewed by Audit Committee and board approval on Aug 11, 2026.
• Subsidiaries Nexome Capital Services Limited and Nexome Wealth Management Limited; not audited by same firm.
• Rights issue monitoring: CARE Ratings Limited; for rights issue; preferential issue no monitoring.
• Company renamed from SMIFS Capital Markets Limited to Nexome Capital Markets Limited.

Fund utilisation deviation summary

• Purpose: Regulation 32 statement confirming deviation in fund utilisation.
• Mode of fund raising: Preferential Issue and Rights Issue.
• Amounts raised disclosed for both issues with respective gross proceeds.
• Deviation status: No deviation in fund use; some unutilised expenses earmarked for next quarter.
• Details for Rights Issue: Unutilised amount related to estimated issue expenses to be used in next quarter.
• Monitoring agency: Applicable for Rights Issue; CARE Ratings Limited.
• Audit committee comment: Everything is in order.
• Status of fund utilisation: No deviation; remaining balance earmarked for utilisation in upcoming quarter.