Sodhani Capital Ltd

SODHANI CAPITAL LIMITED – Closure of Trading Window from October 01, 2026 till 48 hours after the declaration of Unaudited Financial Results for the half year ended September 30, 2026

Policy context

• Policy: SEBI PIT disclosure under Reg 7(2)(a)/(b) governing promoter trades.

Transaction details

• Promoter group Oasis Securities Limited acquired 20,000 equity shares on 26/08/2026.
• Holding increased from 46,000 shares (0.58%) to 66,000 (0.83%).
• Transaction value: Rs 14,01,980.00.
• Mode: On-market; Exchange: BSE Limited.
• Date of intimations: 27 Aug 2026.
• Category: Promoter Group.
• Post-holding percentage: 0.83%.

Regulatory filing details

• Form C filed under Regulation 7(2)(a) read with Regulation 6(2).
• Continual disclosure for promoter, with on-market trade reported.
• Transaction type: Purchase; Party: Oasis Securities Limited.
• Intimation to Company date: 27 August 2026.

AGM Details

• AGM held on 19 August 2026 at 4:00 PM IST via remote e-voting and physical ballot.
• Shareholders as on 13 August 2026 were entitled to vote.

Resolutions

• Resolution 1: Adoption of Audited Financial Statements for FY2026; approved.
• Resolution 2: Re-appointment of Ajit Shah by rotation; approved.
• Resolution 3: Final dividend of Rs 0.50 per equity share; approved.

Voting Results

• Resolution 1 passed with 100% of valid votes in favour; no votes against.
• Resolution 2 passed with 100% in favour; all votes cast in favour.
• Resolution 3 passed with 100% in favour; final dividend approved.

Dividend

• Final dividend of Rs 0.50 per equity share approved.

Director Changes

• Ajit Shah re-appointed as director by rotation; eligible for reappointment.

AGM details

• AGM held on 19 August 2026 at 4:00 pm physically; concluded at 4:20 pm.
• Chairman Ajit Shah presided; meeting conducted under MCA/SEBI guidelines.
• Notice and annual report delivered to members via email.

Ordinary business resolutions

• Adopt Audited Financial Statements for year ended 31 March 2026.
• Re-appoint Ajit Shah as Director retiring by rotation.
• Declare final dividend of Rs 0.50 per equity share.
• Scrutinizer appointed to conduct e-voting; results to be submitted separately.

Financial highlights

• Revenue from operations: ₹454.65 L; YoY ₹410.05 L.
• Total income: ₹478.76 L; Other income: ₹24.10 L.
• Net profit after tax: ₹234.60 L; EPS: ₹3.32 (basic/diluted).
• PAT rose from ₹217.96 L to ₹234.60 L YoY.
• Final dividend proposed: ₹0.50 per share; outflow ₹39.72 L.
• Operating cash flow: ₹242.81 L; year-end cash: ₹14.36 L.
• Total equity: ₹1789.77 L; Total assets: ₹1805.15 L.
• Debt status: no long-term or short-term borrowings.

IPO and capital structure

• IPO: Fresh issue 16.90 L; OFS 4.10 L; price ₹51 per share.
• Total IPO size: ₹10.71 Cr; listing on BSE SME on 07-Oct-2025.
• Authorised capital ₹8 Cr; issued capital ₹7.9449 Cr (79.445 L shares).
• Promoter selling: Rajesh Kumar Sodhani 3,00,000; Priya Sodhani 1,10,000.
• IPO proceeds fully utilized; total utilized ₹6.999 Cr; balance ₹0.

Use of IPO proceeds

• IPO proceeds: ₹8.62 Cr; utilized ₹6.999 Cr; balance ₹0.
• Allocation highlights: office premises, brand visibility, IT infra, and general corporate purposes.

Operations and strategy

• MOA amended to include Direct Selling Agent for banks/NBFCs.
• Net inflows ₹123.75 Cr; AUM growth; 265+ new clients onboarded.
• Outlook: geographic expansion; tech upgrades; investor-education events.

Governance and management

• Board: Ajit Shah (Chair), Ritika Sodhani (MD), Aastha Sodhani (WTD), three independents.
• KMPs: CFO Bhagvat Ojha; Company Secretary Renu Sharma; CEO Aayush Shah appointed 12-Nov-2025.
• 14 board meetings conducted in FY2025-26; strong attendance.
• Audit Committee chaired by Mr. Pulkit Jain; members Abhishek Gupta, Shiksha Sharma.

Risk, audit and controls

• Statutory auditors: Rajvanshi & Associates; Secretarial: Raunak Bansal & Associates.
• Internal controls: adequate ICFR; no fraud reported; CARO 2020 complied.
• Investor grievances: SCORES system; no pending complaints as of 31-Mar-2026.

Balance sheet and liquidity

• Share capital ₹794.50 L; reserves ₹995.27 L; total equity ₹1789.77 L.
• Total assets ₹1805.15 L; current liabilities ₹11.93 L; cash ₹14.36 L.
• No long-term or short-term borrowings; 0 debt.

AGM, dividends and notices

• AGM date: 19-Aug-2026; ordinary business items include approval of accounts.
• Final dividend proposed: ₹0.50 per share; record date 13-Aug-2026.
• Remittance of dividend subject to TDS; e-voting window: 16-18 Aug 2026.
• Notice, Annual Report available on company website and BSE.

CSR and compliance

• CSR not applicable; no CSR committee required under Section 135.

AGM Details

• AGM date/time: 19 August 2026 at 04:00 PM.
• Mode: not specified.
• Record date for final dividend entitlement: 13 August 2026.

Key Resolutions

• Appointment of internal auditor for FY 2026-27.
• Appointment of secretarial auditor for FY 2026-27.
• Director Report for FY ending 31 March 2026 with annexures.
• Board meeting on 27 July 2026 approved these actions.

Other Governance/Disclosure

• Annexures A and B to be disclosed on the company website.

On-market stake change

• Oasis Securities Limited acquired 46,000 Sodhani Capital Limited equity shares on 14 July 2026.
• Acquisition represents 0.58% of Sodhani Capital Limited's paid-up equity share capital.
• Transaction conducted on-market (on-market sale) per Form C disclosure.
• Disclosure filed under SEBI PIT Regulations with Form C.
• No board or management changes reported.

Dematerialisation status

• No dematerialisation/rematerialisation requests were received or processed during the reporting period.
• Securities dematerialised/rematerialised have been listed on stock exchanges, with the depository name substituted as registered owner in records.