Sahana System has fixed Friday, July 31, 2026, as the record date for determining shareholder eligibility for its upcoming bonus equity share issuance. The company will allot one new fully paid-up equity share of ₹10 for every five existing shares held by members on the record date. This corporate action aims to enhance liquidity and broaden the shareholder base without altering the underlying value of holdings. The bonus shares will rank pari-passu in all respects with existing equity shares.

The issuance is governed by Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations. Additionally, the company has complied with SEBI circular no. CIR/CFD/PoD/2024/122 dated September 16, 2024, regarding physical mode of dispatch and other procedural requirements. The Board of Directors approved the issuance to capitalize retained earnings, thereby increasing the number of outstanding shares while maintaining the total face value of equity capital.

Bonus Issue Details

The key parameters of the bonus issue are outlined below:

Shareholders must hold their investments in demat form as of the close of business on the record date to be eligible for the allotment. The deemed date of allotment is Monday, August 03, 2026. The newly allotted shares will be credited to shareholders' demat accounts and made available for trading on Tuesday, August 04, 2026.

What This Means for Investors

The 1:5 bonus ratio implies that for every five shares held, investors will receive one additional share. For instance, a holder of 100 shares will receive 20 new shares, resulting in a total holding of 120 shares post-allotment. While the number of shares increases, the market price per share will adjust proportionally downward to reflect the increased supply, leaving the total market capitalization unchanged immediately after the issue. This mechanism often improves marketability by lowering the per-share price, potentially attracting retail investors who may find the pre-bonus price point prohibitive. The total face value of the company's equity remains constant, as the increase in share count is offset by the reduction in price-to-book ratios relative to the expanded base.

Sahana System Limited has initiated a postal ballot process to seek shareholder approval for a 1:5 bonus issue, an increase in authorized share capital, and the migration of its listing from the NSE SME EMERGE platform to the main boards of NSE and BSE Limited. The resolutions, which also include the appointment of Mr. Dipak Kanaiyalal Patel and Mrs. Bhavika Ankur Somani as directors, are subject to remote e-voting commencing on June 24, 2026, and concluding on July 23, 2026. The move aims to reward shareholders and enhance liquidity as the company completes three years of listing on the SME platform.

The board has approved the issuance of approximately 17,67,421 bonus equity shares of ₹10 each by capitalizing ₹1,76,74,210 from the Securities Premium Account and Retained Earnings. This bonus issue is contingent upon shareholder approval and an increase in the authorized share capital from ₹10 crore to ₹24.95 crore. The company stated that the bonus shares would be credited within two months from the date of the board's approval, subject to the necessary approvals.

Capital Structure Changes

The proposed increase in authorized share capital will alter the Memorandum of Association to accommodate the bonus issue and future requirements. The post-bonus issued, subscribed, and paid-up capital is expected to rise to ₹10,60,45,250, divided into 1,06,04,525 equity shares of ₹10 each.

Strategic Shifts and Appointments

In a strategic shift, the company proposes migrating its listing from the NSE EMERGE Platform to the Main Board of NSE and simultaneously listing on the Main Board of BSE Limited. These migrations are subject to the approval of the company's members and require a special resolution where votes cast by public shareholders in favour must be at least two times the votes cast against the proposal.

The postal ballot also seeks approval for the regularization of director appointments. Mr. Dipak Kanaiyalal Patel (DIN: 07285845) has been appointed as Whole-Time Director for a period of five years from February 28, 2026, to February 27, 2031. Mrs. Bhavika Ankur Somani (DIN: 08894814) has been appointed as an Independent Director for the same term. The board confirmed that neither appointee is related to the existing directors nor debarred from holding the office of director by any regulatory authority.