Rikhav Securities Ltd

Key Decisions

• Appointment of M/S ATMS & Co. LLP as Internal Auditor for FY 2026-27.
• Re-appointment of Ms. Bharti Hitesh Lakhani as Non-Executive Director, eligible for retirement by rotation.
• Convene 31st AGM on September 22, 2026; Notice via Audio-Visual means.
• Appointment of M/s MNB & Co. LLP as Scrutinizer.

Encumbrance details

• Target company: Rikhav Securities Limited; promoter: Hitesh Himatlal Lakhani.
• Encumbrance type: pledge on promoter shares.
• Before: 0 encumbered shares; After: 4,98,048 shares (1.3%).
• Promoter holding: 24,69,720 shares (6.45%).
• Entity in favour: NU Investors Technologies Pvt Ltd.
• Reason: margin trade.
• Date of creation: 03.08.2026.

Key details

• Target company: Rikhav Securities Limited.
• Encumbrance type: Pledge.
• Encumbered shares: 4,98,048 (1.3% of total) after creation; pre-event: Nil.
• Promoter: Hitesh Himatlal Lakhani.
• Encumbrance in favour of: NU Investors Technologies Pvt Ltd.
• Reason: Margin Trade.
• Date of creation: 03.08.2026.
• Promoter holding in TC: 24,69,720 shares (6.45%).
• Post-event encumbered holding: 4,98,048 shares (1.3%).

Open offer at a glance

• Open offer for 99,55,920 shares (26% voting) at Rs 47.75 per share, cash.
• Acquirers are B.D. Lakhani, B.N. Lakhani, H.D. Lakhani, N.D. Lakhani; PACs named.
• Trigger due to creeping acquisition; no change in control; promoter group remains.
• Identified Date: 10 July 2026.
• Tendering window: 24 July–6 August 2026; price revision allowed until 23 July 2026.

Pricing & funding

• Maximum cash consideration: Rs 47.53 crore; Escrow funded to 100%.
• Balance funded via Rs 20 crore NBFC facility and internal funds.
• Escrow account with Axis Bank; Manager to Offer: Sobhagya Capital Options Private Limited.
• No minimum acceptance; Not a competing offer; Subject to LO conditions.

Target snapshot

• Target snapshot: Rikhav Securities Limited; SME-listed on BSE; paid-up capital Rs 19.14 crore; net worth Rs 24.55 crore.

Event details

• Release of 4,98,048 pledged shares by Hitesh Himatlal Lakhani on 02.06.2026.
• Target company: Rikhav Securities Limited; encumbrance type: pledge.
• Before release, 4,98,048 shares were encumbered (1.30%); after release, none encumbered.
• Promoters involved: Hitesh Himatlal Lakhani, HUF; Himatlal J. Lakhani HUF.
• Lender: NU Investors Technologies Pvt Ltd.
• For Hitesh Himatlal Lakhani: pre-encumbrance 4,98,048 shares (1.30%).
• For Hitesh Himatlal Lakhani HUF: pre-encumbrance 1,80,000 shares (0.47%).
• For Himatlal J. Lakhani HUF: pre-encumbrance 12,75,000 shares (3.33%).
• End use: margin no longer required due to quarterly stock retention.

Dematerialisation/rematerialisation status

• Dematerialisation requests processed; confirmations issued to the depositories.
• Securities dematerialised were listed on the relevant stock exchanges.
• Physical certificates were mutilated and cancelled after verification; depository name substituted as registered owner.
• No exceptions, delays, or non-compliance reported.

FY26 results

• H2 FY26 total income was ₹1,604 crore; EBITDA ₹6.57 crore; PAT ₹1.20 crore.
• FY26 total income was ₹1,991 crore; EBITDA ₹32.53 crore; PAT ₹18.96 crore.
• FY26 EPS was 4.95; H2 FY26 EPS was 0.31.

Drivers and outlook

• FY26 profitability was hit by ₹20-23 crore losses on old cash-market investments.
• Unrealized SLBM profit of ₹4.33 crore was not recognized and may realize later.
• Technology investment was about ₹5.40 crore in FY26, raising depreciation but improving scalability.
• Management plans to cap cash-market investment at ₹50 crore and reallocate capital to higher-return activities.
• FY27 brokerage and client growth is expected around 20%; algo trading and delta hedging income 20-25%.
• Management guided March 2027 revenue at around ₹40 crore.

Operations and strategy

• Active client base was about 12,500; 2,500 clients were added in the half-year.
• Average revenue per user was about ₹5,000-₹6,000.
• Client float was about ₹100-₹120 crore, exceeding brokerage income.
• SME exposure was reduced to 30% of last year, or about ₹20-₹25 crore.
• Commodity arbitrage gross profit was around ₹12 crore.
• Branch expansion is planned at roughly 8-12 franchises or branches annually.

Q&A Highlights

• Analysts asked about PAT pressure; management cited investment losses, SLBM timing, depreciation, and tax adjustments.
• Analysts asked about accounting changes and revenue jump; management said turnover presentation changed, not the accounting policy.
• Analysts asked about SME risk; management said exposure was cut and positions are sold within one week of listing.
• Analysts asked about institutional onboarding; management said Kotak Mutual Fund, Bank of India, RBL Bank, and 8-10 FPIs were onboarded.
• Analysts asked about technology spend; management said cumulative investment over two years was about ₹7.5-₹10 crore.
• Analysts asked about cybersecurity; management said monthly audits run and no breaches occurred this year.
• Analysts asked about digital acquisition and CAC; management said digital account opening costs ₹60-₹70, with total cost about ₹500 per account.
• Analysts asked about competition; management said pricing matches discount brokers, with relationship-driven service as a differentiator.
• Analysts asked about SEBI derivatives rules; management said volumes were hit short term, but long-term investor behavior may improve.

Creation of Pledge on Promoter Shares

• Target company: Rikhav Securities Limited
• Event date: 23.02.2026
• Type of encumbrance: Pledge
• Reason: Margin trade
• Entity in favour: NU Investors Technologies Pvt Ltd
• Deep Hitesh Lakhani pledged 10,03,320 shares (2.62% of total capital)
• Hitesh Himatlal Lakhani pledged 4,98,048 shares (1.30%)
• Hitesh Himatlal Lakhani HUF pledged 1,80,000 shares (0.47%)
• Himatlal J. Lakhani HUF pledged 12,75,000 shares (3.33%)
• Bharti Hitesh Lakhani pledged 7,67,920 shares (2.01%)
• All promoters had zero shares pledged before this event