1. Preferential Issue of Convertible Warrants

The Board approved a proposal to raise funds through the issue and allotment of 6,00,00,000 (Six Crore) convertible warrants on a preferential basis. This is subject to approval from the company's members and other necessary statutory and regulatory approvals.

Key Terms of the Warrant Issue:

  • Each warrant carries the right to subscribe to one fully paid-up Equity Share of the company (face value of ₹1 each).
  • The issue price is ₹1 per warrant, issued at par with no premium.
  • The total issue consideration aggregates to ₹6,00,00,000 (Rupees Six Crore Only).
  • The issue will be conducted in compliance with the Companies Act, 2013, SEBI (ICDR) Regulations, 2018, and SEBI (LODR) Regulations, 2015.
  • Payment terms: 25% of the issue price is payable at the time of application, and the remaining 75% is payable at the time of exercise of the warrants.
  • The warrants are exercisable within 18 months from the date of allotment.
  • The equity shares arising from conversion will rank pari-passu with the existing equity shares and will be listed on BSE Limited, subject to necessary approvals.

Allottee Details:

The warrants are to be allotted to four entities:

1. Amrabathi Investra Private Limited (Promoter Entity) - 1,50,00,000 warrants

2. Masatya Technologies Private Limited (Non-Promoter Entity) - 1,50,00,000 warrants

3. Vardan Ceqube India Investment Fund (Non-Promoter Entity) - 1,50,00,000 warrants

4. Panafic Industrials Limited (Non-Promoter Entity) - 1,50,00,000 warrants

2. Increase in Authorised Share Capital

The Board approved an increase in the Authorised Share Capital of the company from the existing ₹5,00,00,000 (Five Crore), divided into 5,00,00,000 equity shares of ₹1 each, to ₹12,00,00,000 (Twelve Crore), divided into 12,00,00,000 equity shares of ₹1 each. This is subject to member approval. The Board also approved the alteration of Clause V of the company's Memorandum of Association to reflect this change.

3. 42nd Annual General Meeting (AGM)

The Board approved convening the 42nd AGM on Wednesday, 16th September 2026, at 11:00 A.M. The meeting will be held at the company's Registered Office: S-524, 1st Floor, Vikas Marg, Shakarpur, Delhi - 110092. The draft notice and explanatory statement were approved for circulation.

4. Appointment of Registered Valuer

The Board approved the appointment of Mr. Amit Kumar (IBBI Registration No. 12942) as the Registered Valuer to carry out the valuation of the company's equity shares/securities for the proposed preferential issue and other corporate actions as required by law.

5. Appointment of Scrutinizer

The Board approved the appointment of Mr. Sandeep Kumar Singh, Chartered Accountant (Membership No. 511685), proprietor of M/s Sandeep Kumar Singh & Co. (FRN: 035528N), as the Scrutinizer to conduct the e-voting/remote e-voting process for the ensuing 42nd AGM.

The Board authorized its directors and officers to take all necessary steps to implement these resolutions, including filing required forms with the Registrar of Companies and other authorities.

The meeting commenced at 4:00 PM and concluded at 6:20 PM.