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October 9, 2026
To, To,
The Manager, The Manager,
Listing Department, Listing Department,
BSE Limited, The National Stock Exchange of India Ltd.,
Phiroze Jeejeebhoy Tower, Exchange Plaza, Plot C/1, G Block,
Dalal Street, Bandra - Kurla Complex, Bandra (E),
Mumbai – 400 001. Mumbai – 400 051.
BSE Scrip Code: 540776 NSE Symbol: 5PAISA
Subject: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 - Update on Preferential Issue of
Equity Shares by 5paisa Capital Limited
Dear Sir/Madam,
This is with reference to the Postal Ballot Notice (“the Notice”) issued to the Members of 5paisa Capital
Limited (“the Company”) on July 28, 2026, in relation to the proposed issuance of equity shares on a
preferential basis for consideration other than cash pursuant to a share swap arrangement and other
matters incidental thereto, in accordance with the provisions of the Chapter V of the Securities and
Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended
from time to time, and applicable provisions of the Companies Act, 2013 and rules framed thereunder.
The said Notice contains, inter alia, disclosures relating to the Shareholding Pattern of the Company before
and after the proposed issuance of equity shares on a preferential basis, and the percentage of Post
Preferential Issue Capital of the proposed allottees and change in control, if any, consequent to the
aforesaid preferential issue.
Further, pursuant to the suggestion received from the Stock Exchanges in connection with the Company’s
in-principle application for the aforesaid Preferential Issue, disclosures pertaining to the shareholding
pattern of the Company, after the proposed Preferential Issue, and the percentage of Post Preferential
Issue Capital of proposed allottees, on a fully diluted basis, and change in control, if any, are enclosed
herewith as Annexure A and Annexure B, respectively.
Kindly take the above on record and oblige.
Thanking You,
For 5paisa Capital Limited
Mehul Somaiya
Company Secretary and Compliance Officer
ACS – 43026
Email: csteam@5paisa.com
Place: Thane
5paisa Capital Limited
Registered Office: IIFL House, Sun Infotech Park, Road No.16V, Plot No. B-23, Wagle Estate, Thane - 400604
Tel.: +91 22 41035000 I E-mail: support@5paisa.com I Website: www.5paisa.com I CIN: L67190MH2007PLC289249
Annexure A
Shareholding Pattern before and after the issue:
Post Issue Shareholding
Pre-Issue
(on a fully diluted basis)
Sr. No. of Shares No. of
Category % of % of
No. Held Equity No. of Shares
shareholding shareholding
Shares to be held D= (A+C)*
(A) (B) (E)*
Allotted (C)
A Promoters and Promoter Group Holding:
1 Indian:
a) Individual/HUF 1,62,59,424 34.68 0 1,62,59,424 32.81
Sub Total 1,62,59,424 34.68 0 1,62,59,424 32.81
b) Any Other (Bodies Corporate) 8,53,969 1.82 0 8,53,969 1.72
Sub Total 8,53,969 1.82 0 8,53,969 1.72
2 Foreign Promoters 0 0.00 0 0.00 0.00
Total (A) 1,71,13,393 36.50 0 1,71,13,393 34.53
B Public Holding/Non-Promoter Holding:
1 Institutions:
a) Mutual Funds 0 0.00 0 0
0.00
b) Alternative Investment Funds 0 0.00 0 0
0.00
c) Banks 0 0.00 0 0
0.00
d) NBFCs registered with RBI 40 0.00 0 40 0.00
e) Any Other (Institutions (Domestic)) 0 0.00 0 0
0.00
f) Qualified Institutional Buyer (QIB) 0 0.00 0 0
0.00
g) Foreign Portfolio Investor 70,84,857 15.11 0 70,84,857 14.30
h) Foreign Bodies Corporate 0 0.00 0 0 0.00
TOTAL B1 70,84,897 15.11 0 70,84,897 14.30
2 Non-Institution:
a) Private corporate bodies 0 0.00 0 0 0.00
Directors and relatives
b) (Independent Director and his 0 0.00 0 0 0.00
relatives)
c) Indian public (Resident Individuals) 61,44,351 13.11 20,50,588 81,94,939 16.54
d) Key Managerial Personnel 41,231 0.09 0 41,231 0.08
e) Non-Resident Indians (NRIs) 2,35,455 0.50 0 2,35,455 0.48
Investor Education and Protection
f) 0 0.00 0 0 0.00
Fund (IEPF)
g) Foreign Companies 1,15,05,195 24.54 0 1,15,05,195 23.22
h) Bodies Corporate 5,12,548 1.09 0 5,12,548 1.03
i) Any Other (specify) 42,42,187 9.05 0 42,42,187 8.56
j) ESOP Trust 3,000 0.01 0 3,000 0.01
K) No. of Outstanding ESOP Granted - - 6,24,950 6,24,950 1.26
TOTAL B2 2,26,83,967 48.38 26,75,538 2,53,59,505 51.17
Sub Total (B) 2,97,68,864 63.50 26,75,538 3,24,44,402 65.47
TOTAL (A+B) 4,68,82,257 100.00 26,75,538 4,95,57,795 100.00
5paisa Capital Limited
Registered Office: IIFL House, Sun Infotech Park, Road No.16V, Plot No. B-23, Wagle Estate, Thane - 400604
Tel.: +91 22 41035000 I E-mail: support@5paisa.com I Website: www.5paisa.com I CIN: L67190MH2007PLC289249
Annexure B
Percentage of Post Preferential Issue Capital held by the proposed allottees, on a fully diluted basis and
Change in Control, if any, consequent to the Preferential Issue:
Equity Shareholders Shares % of Existing % of Allotment Post Swap, % Post
held in holding Shares of holding through Shares allotment
GDPL* the Swap held in the (on a fully
Company Company diluted
basis)
Public
Mr. Amber Pabreja 38,148 21.71 - - 11,82,588 11,82,588 2.39
Ms. Devi Yeshodharan 28,000 15.94 - - 8,68,000 8,68,000 1.75
TOTAL 20,50,588 20,50,588 4.14
* Pursuant to the share swap ratio considered at 1:31, there would be a balance fractional entitlement which would be
paid in cash as the actual calculation comes to 1:31.0368.
Also, there will be no change in the control or management of the Company pursuant to the proposed
preferential issue except for 1.97% reduction in the percentage holding of the promoters of the Company.
5paisa Capital Limited
Registered Office: IIFL House, Sun Infotech Park, Road No.16V, Plot No. B-23, Wagle Estate, Thane - 400604
Tel.: +91 22 41035000 I E-mail: support@5paisa.com I Website: www.5paisa.com I CIN: L67190MH2007PLC289249