Share India Securities Limited — Capital/Financing Update 2021

Sep 23, 2021

Share India Securities Limited (CIN : L67120GJ1994PLC115132) Member : NSE, BSE, MCX, NCDEX & ICEX Share India Depository Participant with 'CDSL' Sener Ne mY SEBI Registered Research Analyst & Portfolio Manager

September 23, 2021

To, TO; Department of Corporate Services The Listing Department Dalal Street, Complex, Bandra (E), Fort, Mumbai — 400001 Mumbai 400051

BSE Limited National Stock Exchange of India Limited P J Towers, Exchange Plaza, C-1, Block G, Bandra Kurla

Scrip Code:540725 SYMBOL: SHAREINDIA

Sub: Disclosure under Regulation 30 of SEBI (LODR) Regulations, 2015

Pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with SEBI circular dated 09" September, 2015, we hereby inform that the Board of Directors of the Company in its meeting held on September 23, 2021 inter — alia, considered and approved the following:-

1. Acquisition of 51% shareholding in M/s. Algowire Trading Technologies Private Limited by acquisition of shareholding from existing shareholders of Algowire Trading Technologies Private Limited at a consideration of Rs. 2.142 crores.

Post-acquisition, M/s. Algowire Trading Technologies Private Limited shall become subsidiary of Share India Securities Limited.

1. Investment of in the share capital of M/s. Utrade Solutions Private Limited through subscription of fresh share capital of M/s. Utrade Solutions Private Limited to the extent of 63.50% of the post issue share capital of M/s. Utrade Solutions Private Limited at a consideration of Rs. 13.684 crores,

Post-acquisition, M/s. Utrade Solutions Private Limited shall become subsidiary of Share India Securities Limited.

The details as per Regulation 30 of SEBI (LODR) Regulation, 2015 read with the SEBI circular dated 09.09.2015 along with the relevant Press Release and Investor Presentation are enclosed hereto.

Further, in continuation to our letter dated July 28, 2021 and in terms of "Code of Conduct on Prohibition of Insider Trading" of the Company, we wish to inform you that the 'Trading Window' for dealing in the equity shares of the Company will re-open from 27" September, 2021 (Monday).

For Share India Securities Limited ade od he 9 ee

Company Secretary

You are requested to take note of above on your records.

The Board meeting commenced at 67: 30 A:™ and concluded at 0! 35A'M

Thanking you,

For Share India Securities Limited

For india Securities Limited

Vikas Aggarwal Secretary Company Secretary & Compliance Officer Membership No.: FCS5512

Encl: a/a

S.No.	Details of events required	Information of Such Events
	Name of the target entity, details 1 in brief such as size, turnover etc.;	Algowire Trading Technologies Private Limited (CIN: U72200UP2012PTC073455) is a Company incorporated under the provisions of Companies Act, 1956 and having registered office at Office No. 138, Tower A, Corenthum Tower A 41, Sector 62 Noida Gautam Buddha Nagar UP ("Target Company"). The company is engaged in the business of research and development of proprietary software for various real time applications. It has a wide array of software products targeting high frequency trading, from market feeds to order execution engines and analytics. Algowire also develops proprietary customized algorithm kernels for special requirements.
		Size& Turnover: As per the audited financial statements for the FY ended March, 31, 2021 Particulars Amount in Rs. Paid-up capital 3,00,000.00 Net-worth 4,04,70,630.00 Turnover 1,00,00,000.00
	Whether the acquisition would fall The 2 and whether the have any interest inthe entity interest and details thereof and whether the same isdoneat'arms-length";	acquisition of shareholding is from some of the existing within related party transaction(s) shareholders of Target Company belonging to the promoter group promoter/ namely Mr. Agam Gupta, Ms. Tripti Gupta and Ms. Prerna Gupta promoter group/ group companies apart from one non promoter shareholder namely Bhavya Arnav. being acquired? If yes, nature of The promoter/ promoter group/ group companies have interest inthe investee company. However, we confirm that the transaction is being done at arm length price.
	3 acquired belongs;	Industry to which the entity being Algowire Trading Technologies Private Limited is a research and development company which develops proprietary software for various real time applications. It has a wide array of software products targeting high frequency trading, from market feeds to order execution engines and analytics. Algowire also develops proprietary customized algorithm kernels for special requirements.

For Share India Securities Limited

Company Secretary

	Objects and effects of acquisition (including limited but not to, 4 disclosure of reasons acquisition of target entity, business is outside the main line of business of the listed entity);	for current business if its expansion and diversification in future.	operation of	The investment would result in to business synergy and enhance the the Company and	its potential
	Brief details of any governmental N.A. 5 or regulatory approvals required For the acquisition
	Indicative time period 6 Completion of the acquisition;	for The acquisition shall be completed within a period of Two (2) months.
	Nature of consideration—whether 7 cash consideration or share swap and details of the same;	Cash Consideration
	Cost of acquisition or the price at] 8 which the shares are acquired;		each aggregating to Rs. 2.142 Crores.	A total of 15300 shares shall be acquired at a price of Rs. 1400/-
	Percentage of 9 shareholding/control acquired and/or number of shares acquired;	Target Company Securities Limited.	shall become	Post transaction Share India and Securities Limited shall hold 51% of the total issued and paid-up capital of the Target Company. subsidiary of	The Share India and
10 of	Brief background about the entity Algowire business acquired, date incorporation, history of last 3 which country turnover, years in acquired presence has entity the other _	Trading Technologies Private Limited (CIN: acquired in terms of products /line U72200UP2012PTC073455) is a Company incorporated under the of provisions of Companies Act, 1956 and having registered office at Office No. 138, Tower A, Corenthum Tower A 41, Sector 62 Noida Gautam Buddha Nagar UP.
	and any significant information (in brief);	company The development of kernels for special requirements.	Date of Incorporation: 11/05/2012 engaged in is proprietary	business the of software various for applications. It has a wide array of software products targeting high frequency trading, from market feeds to order execution engines and analytics. Algowire also develops proprietary customized algorithm	research and time real
		Financial Year	2018-19	2019-20	2020-21
		Turnover (Rupees in Crores)	1.46	2S)	1.00

For Share Pe India Securities Limited NOt RG g mavogd

Company Secretary

S.No.	Details of events required	Information of Such Events
	Name of the target entity, details 1 in brief such as size, turnover etc.;	Utrade Solution Private Limited (CIN: U72900CH2011PTC032916) is a Company incorporated under the provisions of Companies Act, 1956 and having registered office at #
		2463 Sector-23/C Chandigarh CH 160023 ("Target Company"). The company is engaged in the business of development of trading technology, providing enterprise software for financial trading, including multi-asset trading platform, algorithms, risk management solutions, direct market access, exchange solutions and market data broadcast solutions to financial institutions and their end-clients. Size & Turnover: As per the audited financial statements for the FY ended March, 31, 2021
		Particulars Amount in Rs.
		Paid-up capital 11,81,730.00 Net-worth 7,26,06,786.00 Turnover 10,67,23,969.00
	within related party transaction(s) 2 and whether the promoter group/ group companies interest in the investee company. the entity have any interest in being acquired? If yes, nature of However, interest and details thereof and whether the same is done at "arms-length";	Whether the acquisition would fall Transaction does not fall within related party transaction. promoter/ The promoter/ promoter group/ group companies does not have we confirm that the transaction is being done at arm length price.
	3 acquired belongs;	Industry to which the entity being The Target Company is engaged in the business of development of trading technology, providing enterprise software for financial trading, including multi-asset trading platform, algorithms, risk management solutions, direct market access, exchange solutions and market data broadcast solutions to financial institutions and their end-clients.

For Share india ities Limited

Company Secretary

Brief details of any governmental 5 or regulatory approvals required For the acquisition	N.A.
Indicative time period 6 Completion of the acquisition;	_for The transaction months.	completed shall be	within a period	of Two (2)
Nature of consideration—whether 7 cash consideration or share swap and details of the same;	Cash Consideration
Cost of acquisition or the price at 8 which the shares are acquired;	Investment of in the share capital of M/s. Utrade Solutions Private Utrade Solutions aggregating to Rs. 13.684 crores.	Limited Private	Limited through subscription of fresh 2,20,705 equity shares of M/s. price of at a	620 each Rs.
Percentage of 9 shareholding/contro] acquired and/or number of shares acquired;	transaction Post 63.50% of the Company. India and Securities Limited.	Share India issued and total	and Securities paid-up capital The Target Company shall become subsidiary of Share	Limited hold shall Target of the
Brief background about the entity Utrade 10 of business acquired, date incorporation, history of last 3 in which country years turnover, acquired presence the entity has and any other significant information (in brief);	Private Solution Limited (CIN: acquired in terms of products /line U72900CH2011PTC032916) is a Company incorporated under the of provisions of Companies Act, 1956 and having registered office at # 2463 Sector-23/C Chandigarh CH 160023 ("Target Company"). Date of Incorporation:02/05/2011 The Target Company is engaged in the business of development of technology, providing software trading enterprise financial for including multi-asset trading platform, algorithms, trading, risk management solutions, direct market access, exchange solutions and market data broadcast solutions to financial institutions and their end-clients.
	Financial Year	2018-19	2019-20	2020-21
	Turnover (Rupees in Crores)	5.71	9.73	10.67

For Share india Securities Limited Kyiv Req on)

Company Secretary

Press Release

Share India set to disrupt the algo-trading and fintech industry with two strategic acquisitions

Acquires majority stake in Algowire Trading Technologies Private Limited and Utrade Solutions Private Limited

Takes the next evolutionary step towards providing trading strategy development and algo trading platform for its retail investors

New Delhi, 23 September 2021: Share India Securities Limited has announced the acquisition of two companies, namely - Algowire Trading Technologies Private Limited and Utrade Solutions Private Limited. With these acquisitions, Share India Securities Limited has taken the next evolutionary step towards providing a platform for Al-driven automated trading, strategy development and execution for its retail investors, as it continues to strengthen its position as a market leader and technology innovator in the fintech industry. Share India Securities Limited has principally agreed to invest INR 15 crores to gain a majority stake in both entities. This strategic decision is strongly aligned with the efforts of the Company over the years to enhance its retail footprint, invest in growth-oriented technology offerings and build out capabilities that add value to its clients and deliver the next level in automation. These acquisitions will significantly strengthen Share India's tech capabilities as both the acquired companies are run by tech experts and have been in active operation for more than a decade.

Share India Securities Limited, with about 16,500 registered clients, 1,500 employees, 0.5 billion trades, and INR 1,593 million worth of assets under management (AUM), is uniquely positioned in the market to provide unmatched access to a wide range of advanced trading capabilities for multiple asset classes, allowing them to find new trading inspiration, build strategies, and rapidly capture new tech opportunities as they arise. Topping decades of consistent growth, the Company has greatly benefitted from the growing retail participation in stock markets, backed by favourable demographics, rising financial literacy, and increasing internet penetration.

"From being traditional brokers, we are changing our course by growing our digital business. The winners will emerge from those who keep pace with technology and innovation," said Sachin Gupta, CEO, Share India Securities Limited. With these two strategic acquisitions, we are breaking new ground for algo trading and a larger vision of the fintech industry as a whole. As a team, we are looking forward to merging our collective experience to provide superior data analytics, seamless user experience and a deep understanding of market dynamics. We will be marrying years of experience in the traditional broking industry and trading strategies to convert them into algorithms that our existing and potential customers will immensely benefit from. Our vision is to provide a whole new user experience and technological innovation that is unparalleled in the rapidly growing retail segment in India for the entire financial ecosystem. In essence, we will be making bleeding edge technology accessible to all and improving the trading experience by leaps and bounds. Share India is , now on the path to become a leading fintech player.'

In India and across geographies, the rise in demand for reducing transaction costs fuels the demand for algorithmic trading. In addition, the emergence of artificial intelligence (AD and algorithms in financial services is expected to provide lucrative opportunities for sector growth for the foreseeable

future. The key acquisition made by Share India Securities Limited will provide the Company with a leading edge in the market. The coming together of traditional and algorithmic trading will provide users with unprecedented access to historical performance as per the user's individual trading preferences and time horizon.

The combined new entity will leverage its resources to create tech products that meet the needs of both retail and institutional traders alike. Through these acquisitions, Share India Securities Limited hopes to further drive innovation that is strictly compliant with India's regulatory norms.

The Company reported strong performance for the financial year 2021 with its consolidated revenue growing at 98% to reach INR 4,480 million. Its consolidated profit-after-tax (PAT) grew equally at 98% to reach INR 807 million. Also, its PAT margin, Average ROE and Basic EPS also displayed robust growth. The Company clocked healthy CAGR growth for the last 5 years at revenue: 51%, and PAT:66%. The PAT margin has continuously grown from 16% in FY15 to 23% in FY21. The AUM of Mutual Funds increased to INR 1.5 billion, achieved its ADTO during the year of INR 10,000 cr, while its client-based turnover remained strong at 45%.

About Share India Securities Limited

Share India Securities Limited is one of India's leading diversified, technology-driven financial services companies, providing a wide range of financial products and services to a client base that includes institutions, HNIs, and individuals. Within over two decades, we have grown froma traditional stockbroker to a hi-tech broking company specializing in derivative trading strategies and growing from strength to strength to diversify revenue streams. Via its robust technology, low latency trading platform and deep understanding of market-wide technology infrastructure, the Company offers customized and holistic solutions. As a full-service broking house, Share India Securities Limited has a broking presence inequity, futures &options, currency, and commodities. The Company's recent foray into the NBFC business, insurance broking, merchant banking, portfolio management, and mutual fund distribution has made it a 360-degree financial services conglomerate.

For more information, please visit - www.shareindia.com

^"IAs per the Securities and Exchange Board of India (SEBI) data, investors opened a record 3.9 million demat accounts in the three months to 30 June 2021, and in the six months ended June 2021, 3.9 million accounts were added, totalling 43.2 million.

Acquisition Announcement

23 September 2021

uTrade Solutions

hello

we are a technology driven, customer-centric financial services company, focused on making a brand new Al based trading platform with machine learning and knowledge-driven expert research.

we managed transactions worth over \$672 billion in FY2021, have 720+ branches spread across India.

Industry leading market share

Equity Derivatives (FnO)	8% +
Currency Derivatives	10% +
Commodity Derivatives	5% +

rising penetration and growth of DEMAT accounts in India Indian Capital Markets are digital brokers outpacing competition Tacky reach via their open architecture and digital properties

surging new and active accounts

Top 5 digital brokers constitute 52% of the cumulative NSE active client base, by building wider market

new age traders looking for better solutions

and breakthrough user interfaces and experiences are needed modern trading platforms with automation, machine learning, artificial intelligence, research, advisory

In this context, we are proud to announce acquisition of uTrade and Algowire in 2021, two leading financial technology companies, that significantly boost Sharelndia's FinTech capabilities

Share India

ulrade Solutions

uTrade Solutions

overview

hmm Leading trading technology company , headquartered in India and servicing 50+ global financial institutions and intermediaries in 15+ countries with large enterprise trading products, including multi-asset trading platforms, HFT algorithms, risk management solutions, direct market access, exchange solutions, buy side institutional order management, market data broadcast solutions and multiple trading APIs for advanced use-cases.

Specialized Offering

Developed first of its kind algorithmic trading platform to target 30 mn+ Indian retail traders

Top Tier Clientele Across Sell Side & Buy Side

50+ global clients including large banks, stock exchanges, hedge funds, brokers, etc.

Ca CEE ia Cote teem Oster] La are

Global client operations across APAC, USA, Europe, Russia, and Middle East, and 15+ countries.

Industry Experts and Thought Leaders

Team of 100+ product specialists and developers, carrying over 1100 man years of collective product development experience

overview

Algowire is an analytics and consulting firm that services proprietary trading houses, banks, hedge funds and financial institutions in India, US and Europe. The firm is expert in data mining, machine learning and quantitative analysis, and is an expert in providing technical, analytics and advisory services through developing systems & algorithms that solves real time problems and create architectures to provide minimum latency to proprietary trading houses and financial institutions.

Specialized Offering

Enable proprietary trading shops to blackbox their trading strategies on its FPGA based low latency trading platform, and provides software products targeting high frequency trading, from market feeds to order execution engines and analytics.

Siem Corl

Led & advised by IIT, ISB and IIM alumnus supported by 20+ personnel having experience from different sections of financial markets.

Strategic acquisitions to lead Share India

transformation

from a traditional broker to a fintech powerhouse

1. Innovative end-to-end tech trading systems

brand new avatar of frontoffice, middleoffice and backoffice technology systems for all stakeholders and clients

2. Al based algo trading platform

for automated/ algo driven derivative strategies to improve client retention

3. Smart lending platform

with ML based lending approvals and processes

4. Intelligent insurance platform

with automated workflows for risk analytics, policy recommendations and claims settlements

Scale up existing businesses New customer acquisition and Acquire capabilities in Transf h . with expansion in offerings diversify to newer geographies new delivery verticals and ranistorn s, acquired

solutions onthe

— fostering growth via start-ups acquisition

and unique positioning to capture major market share

Unique bouquet of proven Deep understanding of Consistent investments into Acquisition of leading trading strategies markets and infrastructure digital technologies trading tech companies

rol ETe Peli teve

This presentation and the accompanying slides (the "Presentation"), which have been prepared by Share India Securities Limited (the "Company"), have been prepared solely for information purposes and do not constitute any offer, recommendation or invitation to purchase or subscribe for any securities, and shall not form the basis or be relied on in connection with any contract or binding commitment whatsoever. No offering of securities of the Company will be made except by means of a statutory offering document containing detailed information about the Company.

This Presentation has been prepared by the Company based on information and data which the Company considers reliable, but the Company makes no representation or warranty, express or implied, whatsoever, and no reliance shall be placed on, the truth, accuracy, completeness, fairness and reasonableness of the contents of this Presentation. This Presentation may not be all inclusive and may not contain all of the information that you may consider material. Any liability in respect of the contents of, or any omission from, this Presentation is expressly excluded.

Certain matters discussed in this Presentation may contain statements regarding the Company's market opportunity and business prospects that are individually and collectively forward looking statements. Such forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and assumptions that are difficult to predict. These risks and uncertainties include, but are not limited to, the performance of the Indian economy and of the economies of various international markets, the performance of the broking industry in India, competition, the company's ability to successfully implement its strategy, the Company's future levels of growth and expansion, technological implementation, changes and advancements, changes in revenue, income or cash flows, the Company's market preferences and its exposure to market risks, as well as other risks. The Company's actual results, levels of activity, performance or achievements could differ materially and adversely from results expressed in or implied by this Presentation. The Company assumes no obligation to update any forwardlooking information contained in this Presentation. Any forward-looking statements and projections made by third parties included in this Presentation are not adopted by the Company and the Company is not responsible for such third party statements and projections.