BSEInsider Trading / SAST2d ago · 5 Nov 2026, 09:13 am

The Exchange has received the disclosure under Regulation 18(6) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for FIH Mauritius Investments Ltd & PACs

IIFL Capital Services Ltd · 542773

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IIFL Capital Services Ltd has issued and allotted 57,142,857 equity shares to FIH Mauritius Investments Ltd under a preferential issue, with the Acquirer not having any voting rights until the completion of the open offer.

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Earnings Impact2/10
Growth Catalyst3/10
Governance Concern1/10
Regulatory Risk2/10
Balance Sheet Risk2/10
Liquidity Impact5/10
Market Sentiment5/10

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IIFL Capital Services Ltd - 542773 - Disclosures under Reg. 18(6) of SEBI (SAST) Regulations, 2011

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FIH Mauritius Investments Ltd Level 1, Maeva Tower, Silicon Avenue, Cybercity, Ebene 72201, Mauritius Tel: (230) 464 3040 Fax: (230) 468 1930 November 4, 2026 The Manager The Manager Listing Department Listing Department BSE Limited The National Stock Exchange of India Ltd. Phiroze Jeejeebhoy Tower Exchange Plaza, 5 Floor, Plot C/1, G Block Dalal Street Bandra - Kurla Complex, Bandra (E) Mumbai 400 001 Mumbai 400 051 B SE Scrip Code: 542773 NSE Symbol: IIFLCAPS The Board of Directors IIFL Capital Services Limited Plot No. B - 23, IIFL House, Sun Infotech Park, Road No - 16V, Thane Industrial Area Wagle Estate, Thane, Maharashtra, 400604 Sub: Disclosure under Regulation 18 (6) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“SEBI (SAST) Regulations”). Dear Sir / Ma’am: This is to inform you that pursuant to the Investment Agreement dated May 7, 2026 entered into amongst FIH Mauritius Investments Ltd (“Acquirer”"), IIFL Capital Services Limited ( “Target Company”), Nirmal Bhanwarlal Jain and Venkataraman Rajamani, the Target Company has issued and allotted 57,142,857 equity shares (“Subscription Shares”) to the Acquirer on November 4, 2026 (“Preferential Issue”). In terms of Regulation 22(2A) of SEBI (SAST) Regulations, the Subscription Shares allotted under this Preferential Issue will not have any voting rights until the completion of the open offer and will be held under a separate share escrow account (i.e. demat escrow) as required under the SEBI (SAST) Regulations. On completion of the open offer, the Subscription Shares allotted under the Preferential Issue would be transferred from this share escrow account to the Acquirer’s demat account. In compliance with Regulation 18(6) of the SEBI (SAST) Regulations, please find enclosed the disclosure in the prescribed format. We request you to kindly take the above on record. [Signature page follows] FIH Mauritius Investments Ltd Level 1, Maeva Tower, Silicon Avenue, Cybercity, Ebene 72201, Mauritius Tel: (230) 464 3040 Fax: (230) 468 1930 Disclosure by acquirer for shares/ voting rights acquired during the offer period under Regulation 18 (6) in terms of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (i) Name of the Target Company (TC) IIFL Capital Services Limited (ii) Name of the acquirers / PAC Acquirer - FIH Mauritius Investments Ltd (“Acquirer”) Person acting in concert - HWIC Asia Fund (Class A Shares) (“PAC”) (iii) Name of the persons/ entities who FIH Mauritius Investments Ltd., i.e., the acquired shares in the TC Acquirer (iv) Whether disclosure about the persons/ Yes – the Acquirer has been disclosed as entities stated at (iii) was given in the the acquirer in the detailed public detailed public announcement as either statement published on May 13, 2026. Acquirer or Persons acting in concert with Acquirer. (Yes/No) Not applicable. If no, provide (a) Reasons for non-disclosure (b) Relationship of the entity with the Acquirer / PAC Details of acquisition – for each person mentioned at (iii) Number of Date of Mode of Person Purchase Shareholding of person who Shares Acquisitio Acquisitio from Price per acquired the shares (% w.r.t. / Voting n n whom Share total share Capital/ voting Rights Shares / capital of Target Acquired Voting Company) (No.) Rights Before After Acquired* acquisition acquisition Note 2 Note 3 5,71,42,857 November 4, Preferential NA INR 350 26.82% 38.04% equity 2026 Allotment shares Note 1 Total shareholding of Acquirer and PACs before Acquirer - 8,46,41,445 equity the acquisition shares (26.82%Note 2) (number as well as % of total share capital of TC) Note 2 PAC - 1,03,62,530 equity shares (3.28%Note 2) Total - 9,50,03,975 equity shares (30.11%Note 2) Total shareholding of Acquirer and PACs after the Acquirer - 14,17,84,302 equity acquisition shares (38.04%Note 3) (Number as well as % of total share capital of TC) Note 3 PAC - 1,03,62,530 equity shares (2.78%Note 3) Total - 15,21,46,832 equity shares (40.83%Note 3) Notes: (1) In terms of Regulation 22(2A) of SEBI (SAST) Regulations, the Acquirer will not exercise any voting rights in relation to the equity shares allotted under the Preferential Issue until the completion of the Open Offer and the equity shares will be held under a separate share escrow account (i.e. demat escrow) as required under the SEBI (SAST) Regulations. On completion of the Open Offer, the equity shares allotted under the Preferential Issue would be transferred from this share escrow account to the Acquirer’s demat account. (2) The respective percentages have been computed based on the total share capital as per the latest filing done by the Target Company to the stock exchanges under Regulation 31 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as on September 30, 2026 and the increase in the total share capital / voting capital of the Target Company pursuant to the allotment of equity shares upon conversion of employee stock options on October 29, 2026; i.e., 31,55,32,512 equity shares, as the denominator. (3) The respective percentages have been computed based on the total share capital of the Target Company after taking into account 5,71,42,857 equity shares allotted to the Acquirer, i.e., 37,26,75,369 equity shares, as the denominator. We hereby declare that the information provided in the instant report is true and nothing has been concealed there from. [Signature page follows]