Trustwave Securities Ltd

Trustwave Securities Limited: Closure of trading window from 1st October, 2026 till expiry of 48 (Forty-Eight) hours after the declaration of the unaudited standalone financial results of the Company for the quarter and half year ending 30th September, 2026.

AGM details

• Date and mode: 24 September 2026, via VC/OAVM.
• Start time: 1:00 PM; record date: 17 September 2026.

Key resolutions

• Adoption of standalone financial statements (ordinary) approved.
• Director reappointment by rotation approved (ordinary).

Voting results

• Item 1 passed by majority; minimal opposition observed.
• Item 2 passed by majority; minimal opposition observed.

Director changes

• Director reappointment after rotation approved.

AGM Details

• AGM held on 24 September 2026 at 1:00 p.m. via VC/OAVM.

Ordinary Business

• Adopt Audited Standalone Financial Statements for FY 2025-26.
• Appoint Naliny Kharwad to be reappointed after retirement by rotation.

Director Changes

• Naliny Kharwad declared eligible for reappointment after retirement by rotation.

Voting Results

• Voting outcomes not disclosed; results to be declared after scrutinizer's report.

AGM and annual report access

• AGM scheduled for 24 September 2026 at 01:00 PM IST via VC/OAVM.
• Weblink for FY2025-26 Annual Report dispatched to shareholders without registered emails.
• Annual Report accessible on the company’s investor portal.
• Cut-off date for email registration: 17 September 2026.
• Reminder to update KYC and demat details for electronic payments and services.

Financial snapshot

• Total income for FY2025-26: ₹15.05 Lakhs.
• Total expenses: ₹21.14 Lakhs.
• Profit before tax: ₹-6.10 Lakhs.
• Profit for the year: ₹-6.10 Lakhs.
• Earnings per share: ₹-0.09.
• Revenue from operations: ₹15.00 Lakhs.
• Other income: ₹0.05 Lakhs.
• Dividend not declared due to losses.

Capital restructuring

• NCLT sanctioned reduction of share capital on 19 March 2026.
• Capital reduced from 65,37,600 to 3,26,880 shares.
• Paid-up capital after reduction: ₹32.68 Lakhs.
• 3,26,880 new shares allotted on 28 April 2026.
• Accumulated losses adjusted against reduction.

Balance sheet highlights

• Total assets: ₹125.04 Lakhs.
• Total equity: ₹-99.69 Lakhs.
• Non-current borrowings: ₹218.75 Lakhs.
• Current liabilities: ₹5.97 Lakhs.
• Cash and cash equivalents: ₹58.56 Lakhs.
• Trade receivables: ₹17.70 Lakhs.
• Loans and advances: ₹46.09 Lakhs.
• Equity capital: ₹653.76 Lakhs.

Dividend & reserves

• Dividend not declared for FY2025-26.
• Total reserves and surplus: ₹-753.45 Lakhs.
• Securities premium: ₹104.89 Lakhs.
• Statutory reserve: ₹12.65 Lakhs.
• Retained earnings show accumulated losses.

Governance & management

• Naliny Kharwad MD to be reappointed; retires by rotation.
• Ms Reet Phulwani resigned as Company Secretary Nov 2025.
• Ms Chandni Lohar appointed CS & KMP Feb 2026.
• Board meetings: 6 in FY2025-26.
• Audit Committee met 5 times; chair Nilesh Yadav.
• Key management: two independent directors; one non-independent.

Audit, controls & compliance

• Statutory auditors: Vinod S. Mehta & Co.
• Secretarial auditor: Hemang Satra & Associates MR-3.
• Internal audit: Akash Prajapati appointed for FY2025-26.
• Internal controls: adequate and operating effectively.
• Ind AS 19 retirement benefits noted as exception in audit.

Operations, risks & outlook

• Single segment: financial services.
• Outlook positive; focus on securities, investments, stressed assets.
• Risks: market volatility, regulatory changes, credit and liquidity risks.

AGM & e-voting

• 42nd AGM on 24 Sep 2026 via VC/OAVM.
• Cut-off date for voting: 17 Sep 2026.
• Remote e-voting window: 21–23 Sep 2026.
• Attendance allowed for at least 1,000 members via VC/OAVM.
• Proxy attendance not allowed; e-voting via CDSL.

Post-year-end developments

• Capital reduction implemented post-year-end; new share allotment completed.
• RBI order: COR surrendered; shares dematerialised.

AGM Details

• Date and time: 24 September 2026 at 01:00 PM IST via VC/OAVM.
• Voting rights cut-off: 17 September 2026.

Key Resolutions

• Adopt Audited Standalone Financial Statements for year ended 31 March 2026.
• Re-appoint Naliny Kharwad (DIN: 02001739) as Director, liable to retire by rotation.

Voting Status

• Voting results not available in this notice.

Financial results approved

• Unaudited standalone results for quarter ended 30 June 2026 approved.
• Audit Committee reviewed results; Board approved; Limited Review Report submitted; no qualifications.

Reporting and compliance

• No segment reporting due to absence of reportable segments; core business is advisory.
• Compliance noted with SEBI LODR Regulation 33.

Dematerialisation processing and listing

• Dematerialisation requests in quarter ended June 2026 processed (accepted/rejected) and dematerialised securities listed on exchanges.
• Physical certificates were mutilated and cancelled after verification; depository name substituted as registered owner within prescribed timelines.
• Securities dematerialised have been listed on the relevant stock exchanges.