Dhruva Capital Services Ltd

Dematerialisation status

• Securities received for dematerialisation were confirmed to depositories.
• The dematerialised securities have been listed on the stock exchange.
• Certificates received for dematerialisation were mutilated and cancelled after verification.
• Name of the depository substituted as registered owner within 15 days.

Dhruva Capital Services Limited: Trading window closed from October 1, 2026 until the completion of 48 hours after the declaration of Unaudited Financial Results for the quarter and half year ended September 30, 2026

Resolution 1: Increase in Authorized Capital

• Increase authorized capital from Rs 15 crore to Rs 27 crore; MOA Clause V amended.

Resolution 2: Fundraising via Equity/Other Securities

• Raise up to Rs 160 crore through equity and/or other securities.
• Funds may be raised in one or more tranches at Board discretion.
• Pricing to follow ICDR; floor price with up to 5% discount.
• No allotment to promoters; minimum 10% to mutual funds.
• QIP permitted; 365-day completion; no promoter allotment; other terms as per law.
• Proceeds monitored if issue exceeds Rs 100 crore; rating agency reports quarterly.
• Securities rank pari-passu with existing; listed on exchanges.
• No single allottee more than 50% of the issue.

Ownership/Control Impact

• Resolution 2 may dilute existing shareholders depending on allotment.
• Promoters/related entities not eligible to subscribe.
• No change in control anticipated.
• Post-issue ownership details to be announced later.

Use of Proceeds

• Funds to support growth, lending, borrowings repayment, and general corporate purposes.
• Expand assets under management and pursue growth opportunities.

Governance / Board

• No changes to board or KMP expected from these resolutions.

Dates & Voting

• EGM on 10 Oct 2026 at 2:30 PM via VC/OAVM.
• EVoting window: 7–9 Oct 2026; cut-off date 3 Oct 2026.

Capital and fundraising approvals

• Authorized share capital increased from Rs 15 crore to Rs 27 crore, subject to approvals.
• Fund-raising up to Rs 160 crore via equity or convertible securities, subject to approvals.
• Notice of Extraordinary General Meeting approved to seek shareholder approval for fund-raising.
• Annexure I outlines issuance types and aggregate of up to Rs 160 crore.

Offices and registered office changes

• Corporate office relocated to AH-305, Sector II Saltlake, Kolkata.
• Registered office shifted to 180, Shree Ram Vihar, Jaipur 302033, per AGM special resolution.

Meeting Details

• Date: September 11, 2026; time and venue not disclosed.

Key Agenda Items

• Fund-raising proposals via QIP/rights issue/preferential allotment/private placement, subject to approvals.
• Approval of Notice of Extraordinary General Meeting/Postal ballot for the above proposals.

Other Notes

• Trading window closed for designated persons and immediate relatives per PIT regulations.

AGM Details

• AGM scheduled for Friday, September 4, 2026 at 2:30 PM via VC/OAVM.
• Record/books closure: Registers closed Aug 29–Sep 4, 2026 (inclusive).

Key Resolutions

• Ordinary: Adoption of Audited Financial Statements and accompanying reports.
• Ordinary: Re-appointment of Sridhar Bagla (retiring by rotation).
• Special: Haider Ali appointed Independent Director for five years (Apr 27, 2026–Apr 26, 2030).
• Special: Kiran Pandey appointed Independent Director for five years (Mar 9, 2026–Mar 8, 2030).
• Special: Change in Registered Office to a new Jaipur address.

Dividend Status

• Dividend: No dividend proposed or paid; past payments nil.