Dharni Capital Services Limited is a diversified financial and technical services provider that operates through a **technology-enabled platform** integrating **online and offline channels**. The company provides end-to-end solutions for financial product distribution, consultancy, and professional outsourcing, catering to both **individual and corporate clients**. ### Leadership and Governance Framework The company is steered by a management team with deep academic and professional credentials, supported by a structured governance framework. * **Executive Leadership:** Led by **Mr. Hemant Dharnidharka** (Chairman & Managing Director), a Chartered Accountant (CA) and Company Secretary (CS) with a PGD from **IIM Lucknow**. He possesses over **20 years of experience** in financial services. In **August 2025**, he was re-appointed for a **3-year term** with an approved remuneration limit of up to **₹1.2 crore** per annum. * **Board Composition:** The Board comprises **four directors**, including one woman director and two Independent Directors. * **Committee Oversight:** As of **November 2025**, **Ms. Shenaz Zoobin Bapooji** chairs the three critical oversight bodies: * **Audit Committee** * **Nomination & Remuneration Committee** * **Stakeholders Relationship Committee** ### Core Business Verticals and Service Portfolio The company’s operations are categorized into four primary service pillars, emphasizing a **'TRUE TO LABEL'** approach to ensure regulatory compliance and sound risk management. | Service Vertical | Key Offerings & Partners | | :--- | :--- | | **Financial Product Distribution** | Distribution of **300+ fund schemes** from **10+ fund houses**. Corporate FDs from **HDFC Ltd, Shriram Finance, Bajaj Finance, and PNB Housing Finance**. | | **Technical Consulting** | Leveraging a network of **IIT/IIM graduates and CAs** for specialized projects. All invoicing is managed under the **Dharni Capital** brand. | | **Real Estate Brokerage** | Advisory and valuation for residential (**"Dream homes"**), commercial, and land investments. | | **Financial Advisory** | Bespoke services including **Financial Restructuring, Fund Raising, Succession Planning, and Estate Planning**. | ### Strategic Expansion: NBFC Entry and Diversification Dharni Capital is currently transitioning from a specialized consultancy into a diversified financial services group with a heavy focus on regulated lending and commercial trading. * **NBFC Integration:** A cornerstone of the growth strategy is the investment in **Dhanayu Finance Private Limited**. In **February 2026**, this associate company secured a **Certificate of Registration (CoR)** from the **RBI** to operate as a **Non-Banking Financial Company (NBFC)**. * **Capital Commitment:** In **April 2026**, Dharni Capital invested **₹15.28 crore** in Dhanayu Finance via a rights issue, acquiring **1.53 crore** additional equity shares to bolster the lending vertical. * **Object Clause Expansion:** In **2024**, the company amended its Memorandum of Association to permit: * Trading, importing, and exporting of **agricultural commodities**. * Acting as brokers, C&F agents, and wholesale/retail distributors. * Establishing exhibition and sales promotion services. * **Strategic Priorities (FY 2025-26):** * **Digital Transformation:** Scaling fintech capabilities and **AI/ML** for investment advisory. * **Product Innovation:** Expanding into **structured products** and **ESG-compliant** investments. * **Market Expansion:** Targeting **MSMEs** and **HNIs** to broaden the revenue base. ### Corporate Structure and Subsidiary Management The company manages its operations through a consolidated structure to streamline consulting and lending activities. | Entity Name | Relationship | Holding % | | :--- | :--- | :--- | | **Dharni Consulting Private Limited** | Wholly Owned Subsidiary (WOS) | **100%** | | **Dhanayu Finance Private Limited** | Associate / Jointly Controlled | **49.28%** | * **Operational Infrastructure:** The company follows a **12-month operating cycle**. As a service-oriented business, it **holds no inventories**. While it maintains records for **Property, Plant, and Equipment**, it does not capitalize intangible assets and conducted no asset revaluations as of **March 2025**. ### Financial Performance and Capital History The company listed on the **BSE SME platform** on **January 31, 2023**. Recent financials show a shift toward higher-margin advisory work despite a reduction in top-line scale. **Comparative Financial Highlights:** | Metric | FY 2022-23 | FY 2021-22 | | :--- | :--- | :--- | | **Revenue from Operations** | **₹5.00 Crore** | **₹14.69 Crore** | | **Net Profit After Tax (PAT)** | **₹1.19 Crore** | **₹0.96 Crore** | | **Revenue Growth** | **-65.96%** | -- | | **PAT Growth** | **+23.96%** | -- | **Capital Market Actions:** * **IPO:** Allotment of **53,70,000 shares** at **₹20 each** (Face Value **₹1** + Premium **₹19**). * **Bonus Issue:** **1,45,50,000 Equity Shares** issued in a **97:3** ratio, funded via **Free Reserves** and **Securities Premium**. * **Rights Issue:** **3,50,000 Equity Shares** at a premium of **₹33 per share**, aggregating **₹1.19 Crore**. * **Inter-company Exposure:** As of **August 2025**, the company has a significant credit exposure to its subsidiary, with an outstanding balance of **₹107.84 Crore**. ### Risk Management and Mitigation The Board conducts periodic reviews via a **Risk Management Framework** to address macroeconomic and operational vulnerabilities. * **Market & Macro Risks:** The company is sensitive to **interest rate fluctuations**, global recessionary trends, and geopolitical instability (terrorism or war) which could impact financial market stability. * **Operational Risks:** Recent reports indicate **NIL efforts** toward internal **technology absorption** or R&D in the last **3 years**, relying instead on external professional networks. * **Profitability Pressures:** The company has noted that global pressures and shifting market dynamics have occasionally led to **inadequate profits**. * **Exposure Profile:** * **Foreign Exchange:** **NIL** direct exposure; no earnings or outgo in foreign currency. * **Insurance:** Fully compliant with all **statutory requirements**. * **Credit Risk:** Investment and lending activity is strictly limited to internal group entities; no guarantees are provided to external firms or LLPs.