Onelife Capital Advisors Limited has called for a postal ballot to seek shareholder approval for material related party transactions (RPTs) with seven entities for the financial year 2026-27. The company is also proposing a new Employee Stock Option Plan (ESOP) and the appointment of Mr. Prabhakara Naig as Chief Executive Officer (CEO) with a revised remuneration package.

The proposed RPTs involve entities such as Family Care Hospitals Limited, Dealmoney Commodities Private Limited, and Dealmoney Insurance Broking Private Limited. These transactions, which may include inter-corporate deposits, loans, and the sharing of resources, are expected to exceed the materiality thresholds defined under Regulation 23 of the SEBI Listing Obligations and Disclosure Requirements Regulations, 2015. The Audit Committee and the Board have reviewed these transactions, noting they will be conducted on an arm’s length basis in the ordinary course of business.

Related Party Transactions

The company has detailed the financial performance and proposed transaction limits for each related party. The table below summarizes the proposed transaction limits for FY 2026-27:

Additionally, shareholders will vote on approving RPTs between the company's subsidiaries, specifically involving Dealmoney Commodities Private Limited, up to an aggregate annual limit of ₹170 Crores.

ESOP and CEO Appointment

The notice includes a special resolution to approve the “Onelife Capital Advisors Limited – Employee Stock Option Plan, 2026.” The plan proposes a pool of up to 18,68,000 stock options, representing 5% of the paid-up equity share capital, to be granted to eligible employees and directors. The company also seeks approval to extend this plan to employees of its subsidiaries and associate companies.

Furthermore, the company proposes appointing Mr. Prabhakara Naig (DIN: 00716412) as the CEO. The resolution seeks to revise his annual remuneration from ₹15,00,000 to ₹1,20,00,000. The company stated that the current remuneration has remained unchanged for nearly a decade and is below industry standards, citing his contribution to a recent rights issue of approximately ₹36 Crores.

Voting Process

M/s M Siroya and Company, Company Secretaries, has been appointed as the scrutinizer for the postal ballot. Remote e-voting commences at 9:00 a.m. on June 11, 2026, and concludes at 5:00 p.m. on July 10, 2026. Shareholders registered as of June 5, 2026, are eligible to vote.

Pandoo Naig, a promoter of Onelife Capital Advisors, has confirmed that he and persons acting in concert have not created any encumbrance on their shareholdings during the financial year 2025-26. The disclosure, submitted to BSE Limited and the National Stock Exchange of India Ltd, stated that the only exceptions are encumbrances that were already disclosed to the exchanges. This declaration provides transparency regarding the pledging or hypothecation of promoter shares, a key metric for investor risk assessment.

Naig declared that he holds 153,799 equity shares of Onelife Capital Advisors as of March 31, 2026. The filing was made in compliance with Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This regulation requires promoters to disclose any encumbrance on shares held by them or by persons acting in concert.

The communication was addressed to the Department of Corporate Services at both exchanges and referenced the company's scrip code 533632 and symbol ONELIFECAP. Copies of the disclosure were also forwarded to the Company Secretary and the Audit Committee of Onelife Capital Advisors for their records.

Shareholding Details

The disclosure provides specific details regarding the promoter's stake and the status of encumbrances for the financial year ending March 31, 2026.