Anand Rathi Financial Services Limited has disclosed the creation of a pledge on equity shares of Anand Rathi Wealth Limited under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The disclosure was submitted to the National Stock Exchange of India Limited and BSE Limited on March 5, 2026.

Pledge Details

The company pledged 6,35,000 equity shares of anand rathi wealth Limited to Suresh Rathi Securities Private Limited on March 4, 2026. The pledge was created for the purpose of availing margin limits.

Promoter Holdings and Encumbrance

Anand Rathi Financial Services Limited holds 1,65,34,758 shares in Anand Rathi Wealth Limited, representing 19.92% of the total share capital. The current pledge, combined with earlier encumbrances, brings the total encumbered shares to 13,00,000, representing 1.57% of the total share capital.

Financial Details

The disclosure reveals specific financial parameters related to the pledge arrangement. The value of shares on the date of the event was Rs. 199,99,00,750, while the amount against which shares have been encumbered stands at Rs. 175,99,12,660, resulting in a security cover ratio of 1.14.

Regulatory Compliance

The encumbered shares represent 7.86% of the promoter shareholding, which is below the 50% threshold that would trigger additional regulatory requirements. Similarly, the encumbered shares constitute less than 20% of the total share capital of Anand Rathi Wealth Limited.

The disclosure was signed by Divyani Shah, Company Secretary (Mem. No. A49954) of Anand Rathi Financial Services Limited, and submitted from Mumbai on March 5, 2026. Suresh Rathi Securities Private Limited, the entity in whose favor the shares were pledged, operates as a broking firm.

Anand Rathi Wealth Limited announced the successful completion of its postal ballot process on February 16, 2026, with shareholders approving all six resolutions through remote e-voting. The company had sought shareholder approval for critical board appointments and material related party transactions through a postal ballot notice dated January 12, 2026.

Postal Ballot Process Overview

The remote e-voting period commenced on Saturday, January 17, 2026, at 9:00 a.m. (IST) and concluded on Sunday, February 15, 2026, at 5:00 p.m. (IST). The company had 72,354 shareholders as on the record date of January 9, 2026. Mr. Himanshu S. Kamdar (Membership No. FCS 5171), Partner at M/s. Rathi & Associates, served as the scrutinizer for the postal ballot process.

Board Appointments Approved

Shareholders approved four key board-related resolutions, including the re-appointment of the CEO and three new independent director appointments. The first resolution for Mr. Rakesh Rawal's re-appointment as Wholetime Director and CEO received strong support with 92.67% assent from valid votes cast.

Key Appointments Summary

The appointments of the three Non-Executive Independent Directors - Mr. Debasish Panda (DIN: 06479085), Mr. Aadesh Kumar Gupta (DIN: 00020403), and Ms. Deena Asit Mehta (DIN: 00168992) - were overwhelmingly supported by shareholders. All three directors have been appointed for a term of 5 consecutive years commencing from January 12, 2026 up to and including January 11, 2031.

Material Related Party Transactions

Shareholders approved two significant ordinary resolutions for material related party transactions involving substantial amounts. Both resolutions received strong support with 99.16% approval rates, demonstrating shareholder confidence in the company's strategic relationships.

The approved transactions involve purchase of debentures or securities with Anand Rathi Global Finance Limited and purchase/sale of debentures or securities with Anand Rathi Financial Services Limited for Financial Year 2026-27. Promoter and promoter group members abstained from voting on these related party transaction resolutions.

Voting Participation Details

The postal ballot process saw significant participation across different shareholder categories. The total number of shares eligible for voting was 83,020,634, with varying participation rates across different resolutions.

Participation by Category

• Promoter and Promoter Group: Held 35,793,582 shares with 99.57% participation in applicable resolutions
• Public Institutions: Held 13,430,854 shares with 91.44% participation
• Public Non-Institutions: Held 33,796,198 shares with participation ranging from 26.27% to 33.49%

The scrutinizer's report confirmed that all resolutions were passed with the requisite majority as per the Companies Act, 2013, and SEBI regulations. The detailed voting results have been made available on the company's website and filed with the stock exchanges for regulatory compliance.