Anand Rathi Share & Stock Brokers Limited has initiated a postal ballot process to seek shareholder approval for material modifications to existing related party transactions (RPTs) for the financial year 2026-27. The resolutions target agreements with its holding company, Anand Rathi Financial Services Limited (ARFSL), and its group company, Anand Rathi Global Finance Limited (ARGFL). This action is required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency in dealings with affiliated entities. The enhanced limits aim to provide the listed entity with greater liquidity flexibility for working capital requirements amidst dynamic market conditions.

The Board of Directors approved the issuance of the Postal Ballot Notice dated July 14, 2026. The notice outlines two ordinary resolutions aimed at modifying previously approved RPTs. These modifications are critical for maintaining the operational framework between the listed entity and its corporate family members for the upcoming fiscal period. The company has chosen remote e-voting as the mechanism for obtaining member consent, aligning with Ministry of Corporate Affairs circulars that mandate electronic communication of notices to members registered on the cut-off date.

Key Resolutions and Voting Details

Shareholders are being asked to vote on two specific ordinary resolutions regarding the financial year 2026-27:

The e-voting facility is provided by MUFG Intime India Private Limited, formerly known as Link Intime India Private Limited. The voting window is strictly defined, opening at 09:00 A.M. IST on Thursday, August 6, 2026, and closing at 05:00 P.M. IST on Friday, September 4, 2026. Only members whose names appear in the Register of Members or List of Beneficial Owners as received from depositories on Friday, July 31, 2026, are eligible to participate.

Transaction Details and Rationale

The proposed enhancement in limits is driven by changed business requirements and commercial exigencies. Currently, borrowing limits are transaction-based; repayments reduce available headroom, restricting flexibility. The new omnibus approvals allow for higher aggregate values while maintaining maximum outstanding caps of ₹50,000 lakhs for ARFSL and ₹30,000 lakhs for ARGFL. The interest rate for these unsecured borrowings is set at 10.00% per annum, which the Audit Committee noted is broadly comparable to the company’s secured borrowing costs from external lenders, which range from 8.95% to 10.20% per annum.

Procedural Compliance and Disclosure

The process adheres to Section 110 of the Companies Act, 2013, read with applicable rules, and Regulation 44 of the SEBI Listing Regulations. The Postal Ballot Notice, along with the explanatory statement and e-voting procedure, is accessible on the company’s investor website and the stock exchange portals of BSE Limited and National Stock Exchange of India Limited. Additionally, the notice is available on the website of the e-voting agency.

If approved, the resolutions will be deemed passed on the last date of e-voting, September 4, 2026. The results, accompanied by the Scrutinizer's Report from CS Sandhya Malhotra of M/s. Manish Ghia & Associates, will be published on the company’s website and the agency’s portal. Subsequently, the outcomes will be communicated to both BSE Limited and National Stock Exchange of India Limited. Chetan Prajapati, Company Secretary and Compliance Officer, signed the intimation letter dated August 5, 2026, formally notifying the exchanges of the proceedings.

Anand Rathi Share & Stock Brokers Limited has allotted ₹4.50 crore of Secured, Unlisted and Redeemable Non-Convertible Debentures (NCDs) through a private placement on July 29, 2026. The issuance aims to raise capital for corporate purposes, offering investors a fixed return of 9% per annum secured against the company’s assets.

The allotment was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026. The company notified the Bombay Stock Exchange (Scrip Code: 544530) and the National Stock Exchange of India Ltd. (Symbol: ARSSBL) of the completion of the allotment process as per the Offer Document dated July 27, 2026.

Issue Details

The company originally proposed to issue up to 505 NCDs aggregating to ₹5.05 crore. However, the final allotment consisted of 450 debentures, each with a face value of ₹1,00,000, totaling ₹4.50 crore. The securities are unlisted and redeemable at maturity.

Security and Default Provisions

The NCDs are secured by a first-ranking charge by way of hypothecation over all present and future unencumbered assets, book debts, and receivables of the company. This security arrangement is governed by a deed of hypothecation dated June 02, 2026, entered into between Anand Rathi Share & Stock Brokers Limited and the Debenture Trustee.

In the event of a default in payment of interest or principal, the company is liable to pay an additional interest of 2% per annum over the base interest rate. This penalty interest accrues from the date of default until the payment is made in full, as specified in the Debenture Trust Deed. Full redemption of the principal amount will occur on the maturity date of July 30, 2029.