Ramesh Sawalram Saraogi has disclosed the sale of 32 lakh equity shares in Pro Fin Capital Services Ltd through open market transactions, as per the disclosure filed under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Transaction Details

The share sale was executed in two separate transactions during January 2026:

Shareholding Pattern Changes

The disclosure reveals the impact of the transaction on Saraogi's overall holding in the company:

Saraogi's holding includes shares held in concert with Navratri Share Trading Private Limited, which is identified as a Person Acting in Concert (PAC) in the disclosure.

Company Information

Pro Fin Capital Services Ltd has an equity share capital of ₹59.26 crores, comprising 59,25,94,326 equity shares of ₹1 each. The company's shares are listed on BSE Limited under scrip code 511557. The seller, Ramesh Sawalram Saraogi, is not part of the promoter or promoter group of the company.

Regulatory Compliance

The disclosure was filed on January 20, 2026, in compliance with Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The regulation mandates disclosure of substantial changes in shareholding patterns to ensure transparency in the securities market. All shares sold were equity shares with voting rights, and no encumbrances, warrants, or convertible securities were involved in the transaction.

Pro Fin Capital Services Limited has successfully completed the allotment of 29.63 crore bonus equity shares in a 1:1 ratio, following board approval on January 05, 2026. The bonus issue, worth ₹29.63 crores, has effectively doubled the company's paid-up share capital from ₹29.63 crores to ₹59.26 crores.

Board Meeting Outcome and Allotment Details

The board of directors approved the allotment of 29,62,97,163 equity shares with a face value of Re. 1/- each as fully paid-up bonus equity shares during their meeting held on January 05, 2026. The meeting commenced at 09:00 AM and concluded at 10:00 AM, with the outcome communicated to BSE Limited on the same day.

Capital Structure Transformation

The completion of the bonus issue has doubled the company's equity base, with shareholders receiving one new equity share for every existing share held. The allotment was made to shareholders whose names appeared in the register of members on the record date of January 02, 2026.

Regulatory Timeline and Approvals

The bonus issue process followed a structured approval timeline, beginning with the board's initial recommendation in October 2025 and culminating in the final allotment in January 2026. The company maintained full regulatory compliance throughout the process.

Shareholder Rights and Benefits

The newly allotted bonus shares rank pari-passu with existing equity shares and carry equal rights and privileges. Shareholders are entitled to dividends and corporate benefits declared by the company after the allotment date. The announcement was digitally signed by Abhay Narain Gupta, Whole Time Director (DIN: 02294699), ensuring proper regulatory compliance under SEBI listing regulations.