IIFL Capital Services Limited approved the issuance of equity shares through a preferential issue and alterations to its Articles of Association during its Extra-Ordinary General Meeting held on June 01, 2026. The meeting, conducted via Video Conferencing and Other Audio Visual Means, was convened to seek shareholder approval for these special business items, which are critical for the company's capital structure and governance framework.

The EGM was held in accordance with a Notice dated May 07, 2026, and a Corrigendum dated May 21, 2026. A total of 42 members attended the proceedings, which were chaired by Ms. Rekha Warriar, Chairperson and Independent Director. The meeting confirmed the presence of a quorum, with participation through VC/OAVM reckoned under Section 103 of the Companies Act, 2013. Mr. R. Venkataraman, Managing Director, briefed the members on the proposed resolutions before the voting process commenced.

Shareholders voted on two special resolutions during the meeting. The first resolution authorized the issuance of equity shares by way of a preferential issue on a private placement basis. The second resolution sought the alteration and adoption of the Articles of Association of the Company and the grant of special rights. Both items were classified as special business, requiring a higher threshold of shareholder approval.

The company provided a remote e-voting facility to members, which was open from 9:00 a.m. on May 27, 2026, until 5:00 p.m. on May 31, 2026. Additionally, e-voting was available during the EGM for members attending via VC/OAVM who had not cast their votes remotely. The Scrutinizer's Report and detailed voting results will be submitted to the stock exchanges within the prescribed regulatory timelines.

Resolutions Passed at EGM

IIFL Capital Services has issued a corrigendum to the notice of its Extraordinary General Meeting (EGM) scheduled for June 1, 2026. The revision follows a request from the National Stock Exchange (NSE) for additional clarifications regarding the proposed preferential issue of equity shares. The company stated that the corrigendum forms an integral part of the original EGM notice dated May 7, 2026.

Utilization of Issue Proceeds

The company intends to raise a total of ₹1999.99 crore through the preferential issue. The proceeds are allocated for three primary objectives: repayment of borrowings, augmenting margin deposits, and general corporate purposes. The utilization plan is subject to a deviation of +/- 10% based on management estimates and market conditions.

The company reported that its total outstanding borrowings are approximately ₹1745 crore as of the date of the notice. Funds will be used to repay loans from lenders including ICICI Bank, HDFC Bank, and Aditya Birla Capital, among others. Additionally, ₹500 crore will be used to maintain margin deposits with exchanges such as BSE, NSE, NCDEX, and MCX, which have increased from ₹4018.63 crore as of March 31, 2025, to ₹5221.71 crore as of March 31, 2026.

Changes in Shareholding and Control

The preferential issue will result in a significant change in the company's shareholding pattern. FIH Mauritius Investments Ltd, currently holding 27.18% of the equity shares, will increase its stake to 34.89% post-issue. Consequently, the investor will acquire control over the company and be classified as a 'promoter' alongside the existing promoters.

The reclassification includes FIH Mauritius Investments Ltd and HWIC Asia Fund Class A Shares moving from the public shareholder category to the promoter group. The EGM will be held via Video Conferencing on June 1, 2026, at 11:30 A.M. IST.