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Share India Securities Limited Board/Management Information 2024

Aug 21, 2024

62601_rns_2024-08-21_556bb322-bbdb-424b-b53d-665569841b0f.pdf

Board/Management Information

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®

Share India Securities Limited

Share India

You generate, we multiply

(CIN: L67120GJ1994PLC115132) Member: NSE, BSE, MCX, & NCDEX Depository Participant with CDSL SEBI Registered Research Analyst & Portfolio Manager

August 21, 2024

To, To, The Department of Corporate Services The Listing Department BSE Limited National Stock Exchange of India Limited P J Towers, Dalal Street, Fort, Exchange Plaza, C-1, Block-G, Mumbai- 400 001 Bandra-Kurla Complex, Bandra (E) SCRIP CODE: 540725 Mumbai- 400 051 SYMBOL: SHAREINDIA

Sub: Outcome of Board Meeting pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir/Madam,

In compliance with the provisions of Regulation 30 and other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), we are pleased to inform you that the Board of Directors of the Company at its Meeting held today, i.e., on Wednesday, August 21, 2024, has inter-alia:

  1. Approved the re-appointment of Mr. Kamlesh Vadilal Shah (DIN: 00378362) as the Managing Director of the Company for a period of 5 (five) consecutive years, i.e., with effect from January 16, 2025, on expiry of his present term of office, subject to approval of Shareholders in the ensuing Annual General Meeting (‘AGM’) of the Company;

  2. Approved the re-appointment of Mr. Vijay Girdharlal Vora (DIN: 00333495) as the Whole-time Director of the Company for a period of 5 (five) consecutive years, i.e., with effect from January 16, 2025, on expiry of his present term of office, subject to approval of Shareholders in the ensuing AGM of the Company;

  3. Approved the appointment of MSKA & Associates, Chartered Accountants (Firm Registration No. 105047W) as the Statutory Auditors of the Company for a term of 5 (five) years from the conclusion of 30[th] AGM until the conclusion of the 35[th] AGM of the Company, subject to approval of Shareholders in the ensuing AGM of the Company;

  4. Approved the increase in number of options that can be granted under the Share India Employees Stock Option Scheme – II (“Scheme”) from 5,00,000 options to 10,00,000 options, subject to approval of Shareholders in the ensuing AGM of the Company. Accordingly, the maximum number of equity shares that may be issued pursuant to exercise of options granted under this Scheme shall not exceed 10,00,000 (Ten Lakh only) equity shares of the Company. This includes the options already granted.

We, hereby, affirm that the Directors re-appointed are not debarred from holding the office of director by virtue of any SEBI order or any such other authority.

Regd. Office: Unit no. 615 and 616, 6th Floor, X-Change Plaza, Dalal Street Commercial Co-operative Society Limited, Road 5E, Block 53, Zone 5, Gift City, Gandhinagar, Gujarat-382355 Corporate Office: A-15, Sector-64, Noida, Gautam Buddha Nagar, Uttar Pradesh-201301, Tel.: 0120-4910000, 0120-6910000 Fax : 0120-4910030 E-mail:[email protected],Website:www.shareindia.com

®

Share India Securities Limited

(CIN: L67120GJ1994PLC115132)

Member: NSE, BSE, MCX, & NCDEX

Share India You generate, we multiply

Depository Participant with CDSL SEBI Registered Research Analyst & Portfolio Manager

Further, the detailed disclosure as required under Regulation 30 of the Listing Regulations read with SEBI circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 is enclosed as Annexure – I and Annexure – II.

The meeting of Board of Directors commenced at 01:32 p.m. and concluded at 02:15 p.m.

You are requested to take the same on your records.

Thanking you,

Yours faithfully,

For Share India Securities Limited

Vikas Digitally signed by Vikas Aggarwal Date: 2024.08.21 14:16:31 Aggarwal +05'30' Vikas Aggarwal Company Secretary and Compliance Officer M. No. F5512

Regd. Office: Unit no. 615 and 616, 6th Floor, X-Change Plaza, Dalal Street Commercial Co-operative Society Limited, Road 5E, Block 53, Zone 5, Gift City, Gandhinagar, Gujarat-382355 Corporate Office: A-15, Sector-64, Noida, Gautam Buddha Nagar, Uttar Pradesh-201301, Tel.: 0120-4910000, 0120-6910000 Fax : 0120-4910030 E-mail:[email protected],Website:www.shareindia.com

®

Share India Securities Limited

(CIN: L67120GJ1994PLC115132)

Member: NSE, BSE, MCX, & NCDEX

Share India You generate, we multiply

Depository Participant with CDSL SEBI Registered Research Analyst & Portfolio Manager

Annexure-I

Disclosure in terms of Regulation 30 of Listing Regulations read with SEBI circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023

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Particulars Kamlesh Vadilal Shah Vijay Girdharlal Vora MSKA & Associates
Reason for Change Re-appointment of Mr. Re-appointment of Mr. Vora as Appointment of MSKA &
Shah as the Managing the Whole-time Director of the Associates as the Statutory
Director of the Company. Company. Auditors of the Company.
Date of Re-appointment for a period Re-appointment for a period of Appointment for the term of 5
Appointment/ Re- of 5 (five) consecutive years 5 (five) consecutive years on (five) years from the conclusion of
appointment & term on expiry of his present term expiry of his present term of 30 [th] Annual General Meeting until
of appointment/ Re- of office, i.e., with effect office, i.e., with effect from the conclusion of the 35 [th] Annual
appointment from January 16, 2025. January 16, 2025. General Meeting of the Company.
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Particulars
Kamlesh Vadilal Shah
Vijay Girdharlal Vora
MSKA & Associates		 Particulars
Kamlesh Vadilal Shah
Vijay Girdharlal Vora
MSKA & Associates		 Particulars
Kamlesh Vadilal Shah
Vijay Girdharlal Vora
MSKA & Associates		 Particulars
Kamlesh Vadilal Shah
Vijay Girdharlal Vora
MSKA & Associates
Reason for Change
Re-appointment
of
Mr.
Shah
as
the
Managing
Director of the Company.
Re-appointment of Mr. Vora as
the Whole-time Director of the
Company.
Appointment
of
MSKA
&
Associates
as
the
Statutory
Auditors of the Company.
Date of
~~Appointment/~~Re-
appointment & term
of~~appointment/~~Re-
appointment
Re-appointment for a period
of 5 (five) consecutive years
on expiry of his present term
of office, i.e., with effect
from January16,2025.
Re-appointment for a period of
5 (five) consecutive years on
expiry of his present term of
office, i.e., with effect from
January16,2025.
Appointment for the term of 5
(five) years from the conclusion of
30thAnnual General Meeting until
the conclusion of the 35thAnnual
General Meetingof the Company.
Brief profile Mr. Kamlesh Vadilal Shah
is a Chartered Accountant
with over 28 years of
experience
in
financial
markets & understanding of
legal
&
regulatory
compliance
and
is
professionally skilled in all
exchange-traded products.
He has played a significant
role in developing and
nurturing
strategies-based
trading using algo platform
with the help of artificial
intelligence and machine
learning for the Company.
He has successfully handled
critical
responsibilities
particularly in the areas of
business
development,
compliance,
accounting,
risk
management
and
operations. He was the past
President of Association of
National
Exchange
Members of India (ANMI).
He is also a member of the
Exchange
Advisory		 Mr. Vijay Girdharlal Vora is a
graduate in Commerce with
over 33 years of experience in
financial related activities. His
result-oriented
approach,
focus, passion, hard-working
and
dynamic
attitude
has
enabled
him
to
execute
challenging task.		 Established in 1978, MSKA &
Associates is an Indian partnership
firm registered with the Institute of
Chartered Accountants of India
(ICAI) and the PCAOB (US
Public Company Accountancy
Oversight Board). MSKA &
Associates offers a wide range of
services in Audit Assurance, Tax
and Advisory domain led by
industry experts. It has branches in
Ahmedabad, Bengaluru, Chennai,
Chandigarh,
Goa,
Hyderabad,
Kochi,
Kolkata,
Mumbai,
Gurugram, Pune. The firm has 80+
Partners and the Staff strength of
the firm is around 1800 personnel.
It has experience of working with
several Multinational Companies,
listed entities and companies with
Multi-products and Services. The
firm having more than 45 years of
professional
experience,
has
presence
in
major
Business
Groups, Banks and various non-
Government
and
Government
organisations in India.

Regd. Office: Unit no. 615 and 616, 6th Floor, X-Change Plaza, Dalal Street Commercial Co-operative Society Limited, Road 5E, Block 53, Zone 5, Gift City, Gandhinagar, Gujarat-382355 Corporate Office: A-15, Sector-64, Noida, Gautam Buddha Nagar, Uttar Pradesh-201301, Tel.: 0120-4910000, 0120-6910000 Fax : 0120-4910030 E-mail:[email protected],Website:www.shareindia.com

®

Share India Securities Limited

(CIN: L67120GJ1994PLC115132) Member: NSE, BSE, MCX, & NCDEX

Share India You generate, we multiply

Depository Participant with CDSL SEBI Registered Research Analyst & Portfolio Manager

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----- Start of picture text -----

Committee of BSE, NSE,
MCX and India INX.
Disclosure of Mr. Shah is not related to Mr. Vora is not related to any N.A.
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Committee of BSE, NSE,
MCX and India INX.
Disclosure of Mr. Shah is not related to Mr. Vora is not related to any N.A.
relationship between
Directors (in case of
appointment of a
director)		 any
Director
of
the
Company.		 Director of the Company.

Regd. Office: Unit no. 615 and 616, 6th Floor, X-Change Plaza, Dalal Street Commercial Co-operative Society Limited, Road 5E, Block 53, Zone 5, Gift City, Gandhinagar, Gujarat-382355 Corporate Office: A-15, Sector-64, Noida, Gautam Buddha Nagar, Uttar Pradesh-201301, Tel.: 0120-4910000, 0120-6910000 Fax : 0120-4910030 E-mail:[email protected],Website:www.shareindia.com

®

Share India Securities Limited

(CIN: L67120GJ1994PLC115132)

Member: NSE, BSE, MCX, & NCDEX

Share India

You generate, we multiply

Depository Participant with CDSL SEBI Registered Research Analyst & Portfolio Manager

Annexure-II

Disclosure in terms of Regulation 30 of Listing Regulations read with SEBI circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023

==> picture [510 x 488] intentionally omitted <==

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1. Type of securities proposed to be The pool size of Share India Employee Stock Option Scheme - II
issued (“Scheme”) is proposed to be increased from existing 5,00,000 [1 ]
options to 10,00,000 options. This includes the options already
granted.
2. Type of issuance Equity shares shall be issued eventually on a future date upon
exercise of options granted under the Scheme (as per the proposed
increased pool size)
3. Total number of securities Equity shares shall be issued upon exercise of options granted.
proposed to be issued
The Scheme allows grant of upto10,00,000 options exercisable into
equal number of equity shares of face value of Rs. 2/- (Rupees Two)
each fully paid-up of the Company. This includes the options already
granted.
4. Brief details of options granted The aggregate number of the Options that may be granted under the
Scheme shall not exceed 10,00,000 (ten lakh) options, exercisable
into equal number of equity shares of face value of Rs. 2/- (Rupees
Two) each fully paid-up of the Company.
5. Whether the scheme is in terms of Yes, the Scheme is in terms of SEBI (Share Based Employee
SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
Benefits and Sweat Equity)
Regulations, 2021 (if applicable)
6. Total number of shares covered by The maximum number of Shares that may be issued pursuant to
these options exercise of Options granted under the Scheme shall not exceed
10,00,000 (Ten Lakh only) equity shares of face value of Rs. 2/-
(Rupees Two) each fully paid-up of the Company.
7. Pricing formula The Exercise Price of the Options shall be Rs. 2/- (Rupees Two Only)
each or such higher price as determined by NRC.
8. Options vested
9. Time within which option may be
exercised
10. Options exercised
Not Applicable, since the purpose of this disclosure is to inform the
11. Money realised by exercise of
increase in number of options that may be granted under the Scheme.
options
The total number of shares arising
as a result of exercise of option.
12. Options lapsed
13. Variation in terms of options Subsequent to sub-division of every 1 (one) equity share of face
value of Rs. 10/- each into 5 (five) equity shares of face value of Rs.
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Regd. Office: Unit no. 615 and 616, 6th Floor, X-Change Plaza, Dalal Street Commercial Co-operative Society Limited, Road 5E, Block 53, Zone 5, Gift City, Gandhinagar, Gujarat-382355 Corporate Office: A-15, Sector-64, Noida, Gautam Buddha Nagar, Uttar Pradesh-201301, Tel.: 0120-4910000, 0120-6910000 Fax : 0120-4910030 E-mail:[email protected],Website:www.shareindia.com

®

Share India Securities Limited

(CIN: L67120GJ1994PLC115132) Member: NSE, BSE, MCX, & NCDEX

Share India You generate, we multiply

Depository Participant with CDSL SEBI Registered Research Analyst & Portfolio Manager

==> picture [510 x 345] intentionally omitted <==

----- Start of picture text -----

2/- each, the Nomination and Remuneration Committee (“NRC”) of
the Board of Directors of the Company, in accordance with the
provisions of the Scheme, adjusted the options which could be
granted under the Scheme, from 1,00,000 (one lakh) options to
5,00,000 (five lakhs) options, and also adjusted the exercise price for
each option from Rs. 10/- or such higher price as determined by
NRC, to Rs. 2/- or such higher price as determined by NRC.
Further, in order to extend the benefits to a wider employee base to
more effectively achieve the objectives for which the Scheme was
formulated, i.e., to attract and retain young talent in digital space and
new age technology businesses, the Board of Directors of your
Company has, based on the recommendation made by the NRC,
further proposed to increase the aggregate number of options that
may be granted under the Scheme, from 5,00,000 (five lakhs) options
to 10,00,000 (ten lakhs) options, thereby adding an additional
number of 5,00,000 options to the current permissible pool under the
Scheme in order to enable the NRC to identify more eligible
employees that may be granted options under the Scheme.
14. Brief details of significant terms The rest of the terms of the Scheme, except for the proposed increase
in the pool size, shall remain the same.
15. Subsequent changes or NIL
cancellation or exercise of such
options.
16. Diluted earnings per share Options are yet to be exercised.
pursuant to issue of equity shares
on exercise of options
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1 The original pool size of the Scheme was 1,00,000 Options, which was proportionately increased to 5,00,000 Options pursuant to sub-division of shares

Regd. Office: Unit no. 615 and 616, 6th Floor, X-Change Plaza, Dalal Street Commercial Co-operative Society Limited, Road 5E, Block 53, Zone 5, Gift City, Gandhinagar, Gujarat-382355 Corporate Office: A-15, Sector-64, Noida, Gautam Buddha Nagar, Uttar Pradesh-201301, Tel.: 0120-4910000, 0120-6910000 Fax : 0120-4910030 E-mail:[email protected],Website:www.shareindia.com

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