Thank you very much. We will now begin the question-and-answer session. Anyone who wishes to ask a question, may press star & 1 on their touchtone telephone. If you wish to remove yourself from the question queue, you may press star & 2. Participants are requested to wait while asking questions. Ladies & gentleman, we will wait for a moment while the question queue assembles. Participants who wish to ask a question may please press star & 1 at this time. The first question is from the line of Shubhi from 3 Nidra Asset Managers. Please proceed.

Good afternoon, sir. So, my first question is that we have a goal of opening 30 branches in about Tier-3 cities over the next few years. So, what is the expected payback period for these branches given the ticket size and the revenue for branch would be lower in these regions?

Sachin, would you like to answer first?

Sorry, I missed the last part of the question. So, I just heard that we are planning to open Tier-3 branches. So, what was the last part of the question?

What could be the period by which we could be profitable?

Payback period.

So, I tell you, Ma'am, there is a very simple science with every branch. So, I can happily explain that. So, our goal is 8 months branch should be at par within 8 months. And the mathematics for that is every branch needs to do at least 15 Cr. MTF book in the first 8 months. So, if the branch is able to achieve 15 Cr. MTF book, then branch automatically starts generating good revenues. So, first 8 months is a unit economics with every branch. So, rather, in a sales pitch, we keep it 6 months. But we have seen that if the branch manager is good, if team is good, and they are able to hold on to the customer, so there is a vacuum on the ground that MTF in the Tier-3 cities and swing by the brokers is not much. Some brokers are definitely present, but they have very limited options in the Tier-3 cities, especially for MTF. So, 8 months is a period for every single branch independently to get at par. And after 8 months, we start getting positive for every branch. So, that is how we have started to move ahead. Like 24 months, we are planning to open around 30 branches. So, we are going like 8 branches in one tranche. So, once the 8-month period is over, then again, we will go for the 8 branches. So, this is how we have spread our overall target to go for the branches. So, for the next 24 months, we 7 | P a g e were hopeful that we will be able to open around 30 branches, 25 to 30 branches. And every branch should be profitable. And if some branches are not profitable, even after 12 months, then there is a hard stop after 12 months. There is no looking back. We have to stop the branch, cut the loss-making branches and continue with the profit -making branches. So, every area, every geography has their own unique demand. Like you know if you go to Hyderabad, they do need MTF, but their quality they are asking is muc h different from Calcutta. Calcutta is highly derivative-based location where people are trading heavily into options. Their algo is not at all available. So, their pocket size is big. They are trading into Rs. 100 crores of margin, but they are not introduced to algos at all. So, what we are doing, we are meeting people, high net worth individuals and providing them the best of tech we can do and there we are getting extremely good business. When we go to Hyderabad, there we need to be very careful w ith the MTF offerings, but their derivative business is not that great. There we have to go with the good research; cash market make loss and offer the MTF book. So, every region has their own demand, own way of trading. Like if you go to Indore especially, there people are investing more into IPOs and the new companies. And the best part is Share India is able to take care broadly all the demands by the customers. So, if you put all products together, so we are hopeful that 8 months is a good enough period for a branch to get profitable now.

Okay, sir. Thank you. This is very helpful.

Thank you. The next question is from the line of Pooja Patel from Rudra Capital. Please proceed.

Sir, I have one question regarding to our low PE and high growth, but the stock is not performing well in market.

Sachin, would you like to tell something on this?

Sir, see, this is a little bit hypothetical question. So, we cannot comment on the stock price and the stock performance. So, it's a stock performance is a result of so many activities. It's beyond business sometimes. So, it is maybe, you know, our industry is going through extremely heavy regulatory changes. So, definitely growth has been challenged and people are taking more time. This is a consolidation period for the industry. And last two years, we are struggling with these things and entire industry is consolidating at some axis. And once the industry overall goes into a growth trajectory, then I think, you know, it can reflect into price. But price is a result of, you know, so many other factors which are beyond Company's control. So, we cannot comment much on that part. But yes, Company is very strong. Ground is strong. We were able to, you know, handle all the challenges that were coming for the industry. And we were able to diversify, use this period to diversify into different verticals like if you see 212 institutional clients, if you see gift city operations, merchant banki ng, first main board IPO, we completed today. And constantly we are upgrading our s cales, upgrading our business style, also expanding into different verticals. So, maintaining our MTF book.

When are you going to launch AIF? 8 | P a g e

So, we are planning to launch AIF as expected. This is Abhinav. As explained by Sachin sir earlier in his commentary, AIF is application under process. And we should be able to initiate our process in Q3 of current fiscal year.

See, there were many apprehensions regarding growth of stock holding entities, especially with respect to the regulatory changes that has happened and the tightening of F&O regulations. In addition to that, you know, RBI also came out with guideline for prop desk funding. Now, all this put together, you know, has created certain apprehension in the mind of investors. But if you have seen the last quarter performance, though the entire period of three months was marked by geopolitical conflict, still this was one of the best quarters for the company. See, we are very quick. Even for regulatory changes, we are prepared in advance. We have very high net worth, which accommodates us with more flexibility and room for expansion. Not many small brokers are facing difficulties to meet the additional capital requirement, whereas we have planned everything in advance, including issuance of NCDs and CPs, so that, you know, our business remains intact. If you see our performance compared to our peers, we have performed far, far better. And we are not dependent on one stream of revenue. We have diversified stream of revenue, so that is helping us also, you know. And going forward, we feel that things are getting settled. And, you know, we are getting benefit of all the ef forts that we have done, all the advance planning that we have made. And we are in a better position to, you know, capture the market. We have also focused on the retail and we have unique advantage of algo trading. So, that is how, you know, with the input of AI and automation, you know, we are well placed. So, we are confident the share price will get reflected automatically, you know, based on the performance and once the market gets settled.

Thank you. And, sir, last question. Sir, what is the purpose of acquiring a tech company from Bombay?

Sir, are you referring to Silverleaf?

Yes.

Yes. So, Silverleaf acquisition was announced couple of years ago. This is a company led by Piyush, Dhananjay, both IIT Bombay graduates, along with Prakash. They have been in the business for more than 12 years. And they bring into the table not only the technology stack, but the entire HST protocol into the Share India fold. And along with them, we are really hopeful for our geographical expansion in third party countries apart from India as well. So, it is a strategy in line with our global expansion plan, apart from just being focused on India- based products, along with strengthening our technology backbone and the ba ck stack of the current strategy.

Thank you Sir, thank you. 9 | P a g e

The next question is from the line of Rohan from Eternal Capital. Please proceed. Mr. Rohan, your line has been unmuted. You may proceed.

I think some of my questions might have been answered previously, but I wanted to just understand what were the key drivers for the good performance in the broking and trading segment despite, I think, the RBI policy and all those statement s? And can you provide a split between the prop trading and broking and the broking and trading segment in that?

Sachin, would you like to answer?

Abhinav, start. I will follow up.

Yes, sure.

So, thanks a lot for this query, sir. I think as we have been continuously reporting, you know, even in this call we have said that there have been a certain amount of regulatory headwinds that have been in this industry for the last couple of years and specific ally for the last couple of quarters. And during this transformation, what we have been able to do, we have been able to diversify ourselves into multiple business streams. Along with the background, we have been able to change the basic drivers from primarily being a transaction-based business to being more of a lending-based business. So, what I mean by that is now we have a very significant amount of MTF book, which is around 465 odd crores. So, there is a significant amount of interest income that comes through because of this on our income statement, which has a very significant and a direct impact on our bottom line. Along with it, all the transaction-based businesses, as we go and penetrate into Tier-3 branches, we open new branches, we engage with ne w customers, the above effect of multiple transaction -based businesses also keeps showing, which add on to our top line without multiple, without a very significant cost being associated with them. And as explained earlier, all the costs associated with th is expansion has already been included in the P&L. So, hence, the current impact of any revenue growth that we derive from these businesses is very significantly visible on the bottom line. In order to, so this is what the drivers are essentially, the cash segment is doing really well in current segment, which is being driven by not only the transaction -based business, along with it, the MTF book. Also, the diversification into multiple products, whether that be PMS or mutual fund distributions or any third-party distribution or any other kind of product, are also adding on to the bottom line. In terms of distribution, our current prop to distribution is in what has been our average of around 52% is from prop and around 48% is from the broking business.

Now, I would like to add here, if you look at the numbers, so all the subsidiaries have shown very good results, that not only the parent company, they are not depending on the parent company only. So, if you look at Share India Anglo Plus, they have given the very good numbers. If you look at IFSC, again, that company was into losses, they have shown good results. Share India Fincap, their numbers have improved. Share India Capital Services, their number have gone up. So, all these subsidiaries, they have contributed really well. And even in Share India , parent company, retail per se, business revenues have gone up and like interest income has got stabilized and other things. So, putting all things together, so yes, definitely some impact of the valuation. In quarter 4, there was negative impact on the valuation, but still, valuation number 10 | P a g e was not that great, but some positive impact at least. So, putting all these things together, this quarter was very good for us and if we are able to hold on the same performance by the subsidiaries, it will be a great support for the parent company. And going further, we believe Share India will keep this flow maintained for the coming quarters.

I would like to add a few points here so that it can benefit all the investors. The realization during the quarter has improved a lot. We are in a position to maintain the market share because of the advanced planning and preparedness to meet the requirements of the margin and funding. Commodity business also is showing a lot of improvement and that also is adding to the profitability of the Company. We are very well positioned in the market compared to our peers. The smaller players would find it difficult to go and service their client. And with the kind of technology, background, use of AI and automation, that has given us edge compared to peers in the market. So, we have done, as I mentioned to you, even though the entire period was marked by geopolitical conflict, we could deliver the best result possible. And going forward also, we are confident that we should be able to do better this year compared to the last year. Thank you.

Thank you. The next question is from the line of Chirag Sehgal from First Water Fund. Please proceed.

Hi, Thanks for the opportunity. Just a question on this Enshrine acquisition that you have made. So, you have mentioned consideration of up to Rs. 45 crores. I didn't understand why up to Rs. 45 crores. Is it yet to be determined, the acquisition value? And secondly, if I look at the numbers, the last three years' turnover that's mentioned, it's Rs. 2 crores, Rs. 2.2 crores and Rs. 3 crores. So, can you explain how did you arrive at this Rs. 45 crores cost of acquisition for such a small company? What is the rationale?

See, they have property. See, the basic idea of acquiring this property was to get a new office in Mumbai. And this is located in interface 11, which is the prime area. And the value of property itself is more than Rs. 42 crores. So, idea and this is, you know, this company is holding the property and that is the main reason for acquiring the company. This will give us, you know, office space of around 18,000 square f eet carpet area and it is in the prime location. So, this will give us an advantage of consolidating all the offices in Mumbai and to have better visibility and, you know, better delivery plus the, you know, at one place, if you have all the people sitting, that will enhance the efficiency and productivity of our employees also. So, in fact, you know, the valuations are very, very reasonable. For 18,000 square feet area, carpet area in Mumbai, for Rs. 42 crores, you can work out what could be the cost per s quare feet. So, this will give us an advantage. The entire idea was to acquire this company because this was done by Mr. K. R aheja. The development was done by K. Raheja and the way the offices were distributed was through companies. So, we have acquired this company. With this company, the property comes. I hope this will clarify your query.

Yes, that helps. Thanks for that. So, second question is on the, you know, the growth in the broking and trading segment. So, if I got it right, you mentioned that the Prop is 50-52%, correct? 11 | P a g e

Correct. Yes, okay. So, in terms of profitability.

In terms of profitability.

Yes, in terms of profitability, not in terms of revenue.

Yes, I mean, we are moving towards more of clientele business with the help of, you know, all the products that are available, including PMS, AIF, retail, algo trading, and more focus is on retail. So, we would, so currently the ratio is around 60% volume bei ng done by clientele business and 40% through PropDesk. Going forward, you know, we'll try to enhance our share of retail trade with the different offerings that we have. We have a complete product portfolio. So, we can offer everything to our customers an d we are well equipped. We have a very good team. So, we are taking new initiative to see that, you know, we can have our footprint in the wealth market also. So, these are the, you know, vision of the management and I believe, you know, this will further strengthen our sustainability of business. Sachin, you would like to add something here?

I think Abhinav was saying something. Yes, yes.

So, I think as explained by Kamlesh sir, and as asked in the query , when we say 50 to 50% approximately has contributed the prop, it is in terms of the profitability. In terms of revenue, of course, those numbers can have a different point of view, given that prop business might have more turnover based transactions rather than pay-as-you-go service-based transactions.

How much is it as a percentage of revenues?

So, in terms of percentage of revenue, it would be approximately 60%. If I have to give a ballpark figure, it would be around 58% to 60% as well.

Okay. So, you know, when I look at, let's say, 8 -9 years ago split of prop and client business, and when I look at the prop share in the total revenue impact, it used to be, you know, 60% of the revenues and say 70-75% of the PAT. So, definitely it has come down, but it has not come down. The dependency is still very high on the prop book as a percentage of a total top -level impact.

I'm sorry to cut you off on this. I'm not sure where you're getting your data from, b ut if I could speak about from 8, 8 and a half years, 8 -9 years ago, at that point of time, prop business used to contribute around 90% of our revenue and around 70 -75% of our profitability. It has never been…I mean, so even pre -COVID, business used to be 85% dependent on propriety in terms of revenue and around 70-75% in terms of profitability. And as explained in our earlier calls as well, we have been constantly trying to reduce our dependence on propriety, not only because of trying to reduce our dependence, but all the other businesses are going much faster than what proprietary businesses are doing.

Thank you.

And one more point here. Please also try to note that the size of the business has grown up multiple times since last 7-8 years, especially after COVID. And even after that, we are able to 12 | P a g e increase our customer -based services here in revenue and start, like, drastically high. So, as Abhinav said, 8 years ago, it should be around 85-90%, which is around 60%, even after the size has gone up, like, multiple times. So, that's because, you know, constant effort and new revenue stream. So, you can easily figure out the number of branches, 5 years back, number of branches now, no PMS, no wealth stream, no Share India Cred, N CD, no wealth management, so no merchant banking, nothing. Correct? So, all these efforts have been done in last 3 -4 years and they all are showing good results.

See, we have some unique advantage of algo trading. So, we have algo for the ret ail investors. In addition to that, you know, we have our own technology platform called Tech yon. So, on technology front, you know, we have managed very well. Even acquisition of Silverleaf, you know, which is HFT firm, has added our strength in terms of technology and delivery. So, we have certain unique advantages and, you know, we are basically strategy -based, you know, clientele-based. So, this attracts lots of, you know, clients who would like to do algo trading or automated trading and use our platform. So, this all thing has given lot of advantage and that has made us, you know, unique business model compared to the other players in the market. Thank you.

Thank you very much. Due to time constraints, that was the last question. I would now like to hand the call over to the Management for the closing comments. Over to you, Sir.

Thank you, you know, thank you all the stakeholders to have participated in this meeting. Indeed, you know, the questions that were asked during the session were very interesting and it has given us lot of opportunity to explain not only what we are doing right now, but also, you know, it has given opportunity to explain our future plan and the way we are likely to move ahead in the market and maintain our market share as well as, you know, competitiveness in the market. The numbers are already good. So, with the things getting settled, we hope for better future for the market. Any, you know, regulations may have short-term impact, but overall, you know, in long term, those who can adapt to the system efficiently will always get benefited. So, thank you again. Thank you all for attending this meeting and, you know, having your trust and support. Thank you.

Thank you. On behalf of Valorem Advisors, that concludes this conference. Thank you for joining us and you may now disconnect your lines.