Share India Securities Ltd

Meeting adjournment details

• Meeting of NCD holders for ISIN INE932X07023 (Series A) and INE932X07015 (Series B) adjourned.
• Adjourned meeting scheduled for Tuesday, September 01, 2026 at 04:00 p.m. via VC/OAVM.
• Original business to be transacted remains unchanged per July 31, 2026 notice.
• Adjournment declared at 04:35 PM.

NCLT sanction and scheme overview

• Hon'ble NCLT Ahmedabad Bench - I approved the Scheme on 20 August 2026.
• Transferor Silverleaf Capital Services Pvt. Ltd. will amalgamate with Transferee Share India Securities Ltd.
• Appointed Date: 01 October 2023; dissolution on sanction.
• Share exchange: 500 transferee shares for every 1 transferor share.
• Consolidated authorized share capital after merger: Rs 50 crore.
• Assets and liabilities transferred at fair values as on Appointed Date.
• Transferor to be dissolved; stamp duty and differential fees payable by transferee.
• Employees of Transferor to be absorbed by Transferee; no CIRP or winding up.
• Tax liabilities vest in Transferee; IT/GST compliance to be followed; regulatory observations addressed.
• Order directs filing with RoC and INC-28 within 30 days; subject to compliance.

NCD Allotment Details

• Finance Committee approved allotment of 75,000 NCDs of face value INR 10,000 each totaling INR 75 crore.
• NCDs are listed, rated, secured, taxable, transferable, and redeemable.
• Private placement basis for the allotment; meeting held August 21, 2026 from 11:45 a.m. to 12:20 p.m.

Issuance overview

• NCDs: listed, rated, secured, taxable, transferable, redeemable.
• Private placement of NCDs.
• Total units: up to 75,000 NCDs of ₹10,000 each.
• Green shoe option for up to 25,000 NCDs.
• Aggregate size: up to ₹75 crore.
• Tenure: up to 18 months 18 days from allotment.
• Coupon: 10.50% p.a.; monthly payments; lump-sum at maturity.
• Listing: wholesale debt market on BSE.

Security & default terms

• Security: pari-passu charge over current assets and receivables.
• Minimum asset cover: 1.35x of outstanding amounts.
• Promoter and director personal guarantees.
• Default: additional 2% p.a. over coupon until rectified.
• Redemption: lump-sum principal at maturity.

Issuance details

• Up to 75,000 NCDs of INR 10,000 face value each.
• Green shoe option up to 25,000 NCDs.
• Aggregate issue size up to INR 75 crore.
• Private placement basis; listed on BSE Wholesale Debt Market.
• Securities are Listed, Rated, Secured, Taxable, Transferable, Redeemable NCDs.

Tenor and payments

• Tenure up to 18 months 18 days from allotment.
• Coupon 10.50% per annum; monthly coupon payments.
• Principal repayable in lump sum at maturity.

Security and guarantees

• Pari-passu charge over current assets and receivables.
• Minimum asset cover of 1.35x.
• Personal guarantees by promoters, promoter group and directors.

Redemption

• Redemption by lump-sum payment at maturity.

Governance / Compliance

• NSE Clearing Limited imposed a monetary penalty on Share India Securities Limited.
• Penalty Rs 1,00,000; GST Rs 18,000; MWPL violation; no material impact; invoice posted Aug 06, 2026.

Financial Performance

• Standalone revenue up 28% YoY to Rs 349 crore in Q1 FY27.
• Standalone PAT Rs 90.85 crore, up 32% YoY; sequential PAT up 21%.
• Consolidated revenue Rs 448 crore, up 31% YoY; PAT Rs 124.41 crore, up 48%.
• Consolidated PAT sequentially up 114%.
• Net worth as of 30 June 2026 around Rs 2760 crore.
• CP program with Crisil A1+; NCD program in progress to diversify funding.

Operations and Segments

• MTF book around Rs 470 crores at end of Q1.
• PMS AUM end Q1 about Rs 150 crores; target around Rs 250 crores by year-end.
• AIF launch planned in Q3; initiation expected to attract clientele.
• GIFT City Q1 profit around Rs 2 crores; losses earlier turned positive.
• Share India Cred started in Q1; sales and underwriting totaled Rs 74 crores.
• Six issues closed; EBITDA Rs 1.08 crores; PAT Rs 40 lakhs.
• SME IPO around Rs 200 crores; main-board IPO Rs 167 crores; subscription >12x.
• Merchant banking subscription >12x; market volatility persisted.
• Target to open around 30 Tier-3 branches in 24 months; seven already operational.
• 8-month payback period for branches; profitability by month 8.

Outlook and Guidance

• Outlook: around 20% growth for the current financial year; market conditions apply.
• Long-term growth prospects of Indian capital markets remain positive; diversified model supports expansion.
• Funding framework to support growth; CP/NCD strategy and technology investments.

Q&A Highlights

• 8-month payback period clarified for Tier-3 branches.
• Prop vs client revenue mix: approx 58–60% from prop; around 60% from clientele.
• AIF launch process underway; initiation expected in future quarters.
• Enshrine acquisition rationale: Mumbai office consolidation; property around Rs 42 crores.
• Silverleaf acquisition adds technology strength and HFT capability.
• GIFT City performance positive; wealth-product rollout ongoing.
• RBI headwinds and prop-desk funding; CP/NCD strategy to counter.

Meeting Details

• Date: July 27, 2026; group audio conference call (virtual) to discuss results; organiser: Share India Securities Limited.

Participants

• Key company participant: Company Secretary & Compliance Officer.

Purpose

• Purpose: discuss unaudited standalone and consolidated results for quarter ended June 30, 2026.

Availability

• Audio recording of the conference call is available.