Shardul Securities Limited held its 41st Annual General Meeting on September 25, 2026, via video conferencing, passing all three resolutions with 100% votes in favour on votes polled, including a special resolution approving the buyback of equity shares.

The meeting was chaired by Mr. Devesh Chaturvedi, Non-Executive Director and Chairman, with Ms. Daya Bhalia, Company Secretary, managing administrative aspects. The company's statutory auditors, M/s. Akkad Mehta & Co LLP, Chartered Accountants, presented reports on standalone and consolidated financial statements for the year ended March 31, 2026, with no qualifications, reservations, or adverse remarks. A total of 7,085 shareholders were on record as of the cut-off date of September 18, 2026. Of these, 9 promoter and promoter group members and 155 public shareholders participated through video conferencing.

Resolutions passed

The AGM addressed both ordinary and special business items. The following resolutions were considered and passed:

Based on the scrutinizer's report, 2 ordinary resolutions and 1 special resolution as set out in Item Nos. 1 to 3 of the notice of the AGM dated August 12, 2026 were passed with the requisite majority.

Voting results

Remote e-voting was facilitated by MUFG Intime India Private Limited and was open from 9:00 am on September 22, 2026 to 5:00 pm on September 24, 2026. Members who did not vote remotely were provided e-voting facilities during the AGM itself. A total of 148 members cast their votes through remote e-voting, while 10 members voted through e-voting at the AGM.

The consolidated voting results across all three resolutions were identical, as detailed below:

The above voting pattern applied uniformly to all three resolutions: adoption of financial statements, re-appointment of Mr. Devesh Chaturvedi, and approval for the buyback of equity shares.

Scrutinizer's report and compliance

Mr. Dhirendra Maurya, Practising Company Secretary and Proprietor of D Maurya and Associates (Mem. No. F14132; CP No. 9594), served as the scrutinizer to ensure a fair and transparent voting process. The scrutinizer's report was prepared pursuant to Section 108 of the Companies Act, 2013 and Rule 20(4)(xii) of the Companies (Management and Administration) Rules, 2014. Voting results were submitted to the stock exchange and the scrutinizer's report was filed on September 29, 2026, in accordance with Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. During the session, Mr. R Sundaresan, Whole Time Director and Vice Chairman, addressed shareholder queries, and the meeting concluded at 1:10 pm.

Shardul Securities filed its 41st Annual Report for FY26 with the BSE, reporting a standalone net loss of ₹5,895.42 lakhs against a profit of ₹2,158.82 lakhs in FY25, while simultaneously proposing a ₹115.20 crore equity buyback at ₹60 per share.

The annual report was submitted on September 2, 2026, pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The 41st Annual General Meeting (AGM) is scheduled for September 25, 2026, at 12:00 pm via Video Conferencing (VC) or Other Audio-Visual Means (OAVM). The Register of Members will remain closed from September 19, 2026, to September 24, 2026, both days inclusive.

Financial Performance

The company, a Systemically Important Non-Deposit taking NBFC (NBFC-ND-SI), reported a sharp reversal in financial performance for the year ended March 31, 2026. The standalone results reflect a significant net loss on fair value changes of ₹5,452.34 lakhs, compared to a net gain of ₹3,748.27 lakhs in the previous year, driven by extreme capital market volatility during the period.

On a consolidated basis, the group reported a loss before tax of ₹6,407.57 lakhs against a profit of ₹4,479.23 lakhs in FY25. Consolidated total comprehensive loss stood at ₹4,615.47 lakhs. The subsidiary Shriyam Broking Intermediary Limited reported a net income of ₹9.74 crore for the year.

In view of the loss, the board has not recommended any dividend for FY26, and no transfer to the Statutory Reserve Fund was made.

Equity Buyback Proposal

The board, at its meeting held on August 12, 2026, approved a proposal to buy back up to 1,92,00,000 (One Crore Ninety Two Lakh) fully paid-up equity shares of face value ₹2 each at a price of ₹60 per share via the tender offer route through the BSE. The buyback size is ₹1,15,20,00,000 (Rupees One Hundred Fifteen Crore Twenty Lakh), excluding transaction costs.

The buyback price of ₹60 represents a premium of 43.08% to the volume weighted average market price on BSE during the three months preceding August 9, 2026, and a premium of 50.26% over the closing price on August 7, 2026. The buyback requires shareholder approval by special resolution at the AGM, as it exceeds 10% of total paid-up equity share capital and free reserves.

The total paid-up equity share capital and free reserves as at March 31, 2026, stood at ₹46,230.28 lakhs (standalone) and ₹81,372.58 lakhs (consolidated). The funds will be sourced from the company's free reserves. Promoters and members of the promoter group, holding an aggregate of 6,54,88,962 shares (74.85%), have expressed their intention to participate in the buyback based on their entitlement.

Key Financial Ratios

Significant changes in key financial ratios reflect the impact of the loss year and increased borrowings.

Borrowings rose sharply to ₹27,401.68 lakhs as at March 31, 2026, from ₹2,315.85 lakhs in the prior year, primarily on account of a Margin Trading Funding Facility of ₹26,437.68 lakhs availed from Kotak Securities Limited, secured by pledge of listed equity securities.

AGM and Voting Details

The AGM agenda includes adoption of audited standalone and consolidated financial statements for FY26, re-appointment of Devesh Chaturvedi (DIN: 00004793) as a director retiring by rotation, and approval of the equity buyback by special resolution.

Remote e-voting and AGM voting facilities are provided through MUFG Intime India Private Limited. Shareholders wishing to speak at the AGM may register by September 21, 2026, at 5:00 pm.

IEPF Transfers and Dividend Status

During FY26, the company transferred unpaid or unclaimed dividend of ₹3,02,598 pertaining to Final Dividend 2018 to the Investor Education and Protection Fund (IEPF). Additionally, 2,23,730 equity shares were transferred to the IEPF account. Unclaimed final dividend for FY2018-19 will become due for transfer to IEPF on October 17, 2026.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE037B01020/60285d6b-67ec-4ec0-b57b-073c3593bb48.pdf