Indo Thai Securities Limited has scheduled an Extraordinary General Meeting (EGM) for July 24, 2026, via video conferencing to consider and approve a proposed scheme of arrangement. The scheme involves the demerger of the company’s broking and distribution business into Indo Thai Financial Services Limited (ITFSL). The meeting is convened pursuant to an order dated June 10, 2026, from the National Company Law Tribunal (NCLT), Indore Bench.

The proposed scheme entails the transfer of the broking and distribution undertaking to ITFSL on a going concern basis. As part of the arrangement, the entire existing paid-up share capital of ITFSL will be cancelled and reduced. In consideration, shareholders of Indo Thai Securities Limited will be issued new equity shares of ITFSL in a 1:1 ratio for every share held by them as on the record date. The board of directors of both companies had previously approved the scheme on October 13, 2025.

Meeting and Voting Details

The meeting is scheduled for July 24, 2026, at 2:00 PM IST. Remote e-voting will commence on July 20, 2026, at 9:00 AM and conclude on July 23, 2026, at 5:00 PM. Equity shareholders listed as of July 17, 2026, are eligible to vote. The voting rights of the equity shareholders shall be in proportion to their share of the paid-up equity share capital of the Company as on the closure of business hours on the cut-off date.

Advocate Rohit Dubey has been appointed as the Chairperson for the meeting, with Advocate Jatin Sehgal as the alternate Chairperson. CS Kaushal Ameta will act as the scrutinizer to oversee the e-voting process. The deemed venue for the meeting is the registered office of the company in Indore.

Scheme Rationale and Financials

The demerger aims to unlock value by segregating the broking and distribution business from the company’s other verticals, such as real estate and green technology. This restructuring is intended to enable focused growth and independent capital allocation for the distinct business segments.

For the financial year ended March 31, 2026, Indo Thai Securities Limited reported a revenue of ₹103.54 crore and a profit after tax (PAT) of ₹66.86 crore. The resulting company, ITFSL, is a wholly owned subsidiary incorporated in September 2025. Upon the effectiveness of the scheme, the shareholding pattern of ITFSL will mirror that of the demerged company.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE337M01021/a7306db089634d10.pdf

Indo Thai Securities Limited disclosed that its promoters and persons acting in concert (PACs) have not created any encumbrance on their shareholdings during the financial year ended March 31, 2026. The company submitted the yearly disclosures required under Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 to the stock exchanges and its audit committee. The filing confirms the status of shares held by key promoter group members, including specific lock-in periods applicable to certain shares held by PACs.

Shareholding Disclosures

The disclosures were submitted by Mr. Parasmal Doshi, Promoter, Chairman & Whole-Time Director, and Mr. Dhanpal Doshi, Promoter and Managing Director. Both promoters confirmed that they, along with their respective PACs, did not pledge or encumber any shares directly or indirectly during FY26. However, the declarations noted that specific shares held by PACs are subject to lock-in restrictions pursuant to Regulation 167 of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Lock-in Details

The following shares held by PACs are currently under lock-in, restricting their free and marketable title:

Promoter Group Structure

The disclosures identified the individuals included in the promoter group and PACs for each promoter. For Mr. Dhanpal Doshi, the group includes Dhanpal Doshi HUF, Mrs. Sadhana Doshi, and Mr. Nishit Doshi. For Mr. Parasmal Doshi, the group comprises Paras Doshi HUF, Mrs. Varsha Doshi, and Mr. Sarthak Doshi. The company forwarded these declarations to BSE Limited and National Stock Exchange of India Ltd. on April 08, 2026.