Meeting Details

  • Date: Thursday, October 22, 2026
  • Time: 11:00 a.m. (IST)
  • Location: Registered office of the Company at E-260-261, Mewar Industrial Area, Madri, Udaipur-313003
  • Type: Extraordinary General Meeting (EGM)

Proposed Resolutions and Implications

1. APPROVAL FOR ALTERATION OF OBJECT CLAUSE OF THE MEMORANDUM OF ASSOCIATION (Special Resolution)

The company proposes to alter Clause III(A) of its Memorandum of Association by inserting new sub-clauses 15 to 21 to enable business expansion into:

  • High performance computing facilities, data centers, digital innovation hubs, semiconductor fabrication
  • Robotics, IoT facilities, blockchain and Web3 infrastructure, edge computing systems
  • Satellite communication networks, power generation and distribution systems
  • Renewable energy plants, smart grids, communication networks
  • Machine learning frameworks, cybersecurity systems, digital identity solutions
  • Fintech platforms, healthcare AI systems, autonomous vehicle technologies
  • Industrial automation solutions, research laboratories, incubation centers
  • Manufacturing of power equipment, electrical and electronic machinery
  • Foundries for ferrous and non-ferrous metals, engineering goods
  • Castor wheels, valves, sanitary fittings, aluminum, copper, steel products
  • Insulated wires and cables, electrical and electronic goods

This expansion aims to broaden the company's business horizon and enhance growth prospects across emerging technology and engineering sectors.

2. APPROVAL FOR MODIFICATION OF OBJECTS OF UTILISATION OF PROCEEDS FROM PREFERENTIAL ISSUE OF WARRANTS (Special Resolution)

The company seeks to modify the utilization objects of ₹64.80 crores raised through preferential issue of 72,00,000 warrants approved at the 34th AGM on August 25, 2026.

Original object: To construct, build, operate, establish, develop, acquire, purchase land for, and invest in Plug and Play Office Complexes, AI Parks, IT Parks, Data Centers, residential and industrial complexes, including hotels, resorts and other hospitality related businesses.

Revised object adds: Entry into AI Infrastructure sector, establishment of integrated platform for high-tech and critical engineering products (butterfly valves, ball valves, check valves, sight glasses, wires and cables), strategic investments/acquisitions in industrial, engineering, manufacturing, technology, infrastructure sectors, and repayment of loans from Holding Company or Group Companies.

Utilization status as of September 2026:

  • Total proceeds: ₹6,480 lakhs
  • Amount utilized: ₹795.50 lakhs
  • Unutilized amount: ₹5,684.50 lakhs
  • Specifically for the object being modified: ₹4,000 lakhs allocated, ₹0 utilized

3. APPROVAL OF MATERIAL RELATED PARTY TRANSACTION WITH AEROFLEX ENTERPRISES LIMITED (Ordinary Resolution)

The company seeks approval for material related party transactions with its Holding Company, Aeroflex Enterprises Limited, until the conclusion of the next AGM in 2027.

  • Maximum aggregate value: ₹100 crores (Rupees One Hundred Crores Only)
  • Nature: Loans, borrowings, advances, financial assistance and repayment thereof
  • Interest rate: 9-12% p.a.
  • Tenure: Up to 3 years, unsecured, repayable on demand
  • Represents 77.42% of company's annual consolidated turnover
  • Aeroflex Enterprises Limited holds 55.50% shareholding in the company

4. APPROVAL OF MATERIAL RELATED PARTY TRANSACTION WITH AEROFLEX FINANCE PRIVATE LIMITED (Ordinary Resolution)

The company seeks approval for material related party transactions with Fellow Subsidiary, Aeroflex Finance Private Limited, until the conclusion of the next AGM in 2027.

  • Maximum aggregate value: ₹30 crores (Rupees Thirty Crores Only)
  • Nature: Loans, borrowings, advances, financial assistance and repayment thereof
  • Interest rate: 9-12% p.a.
  • Tenure: Up to 3 years, unsecured, repayable on demand
  • Represents 23.22% of company's annual consolidated turnover

Voting Process and Methods

  • Remote e-voting period: Monday, October 19, 2026 (9:00 a.m.) to Wednesday, October 21, 2026 (5:00 p.m.)
  • Cut-off date for eligibility: Thursday, October 15, 2026
  • Voting methods: Remote e-voting through CDSL/NSDL systems and e-voting during the EGM
  • Individual demat shareholders can vote through their depository accounts
  • Physical shareholders and non-individual shareholders vote through CDSL e-voting system
  • Members who vote remotely cannot vote again at the meeting

Scrutinizer Appointment and Role

  • Mr. Ashok Modi (Membership No. 074488), Proprietor of A Modi & Co., Chartered Accountants appointed as Scrutinizer
  • Responsible for scrutinizing both remote e-voting and voting during the EGM
  • Will prepare consolidated scrutinizer report within 2 working days after the EGM
  • Will count votes cast at the meeting first, then unblock and count remote e-votes

Compliance with Laws and Regulations

The notice confirms compliance with:

  • Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Regulation 44 of SEBI (LODR) Regulations, 2015 for remote e-voting facility
  • Section 108 of the Companies Act, 2013
  • Section 102 of the Companies Act, 2013 for explanatory statement
  • SEBI Circular Nos. SEBI/HO/OIAE/OIAEIAD-1/P/CIR/2023/131 dated July 31, 2023 and SEBI/HO/OIAE/OIAEIAD-1/P/CIR/2023/135 dated August 4, 2023 for ODR Portal
  • SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 for e-voting through depository accounts

Additional Information

  • Company Scrip Code: 543743 (BSE), Trading Symbol: AERONEU (NSE)
  • Notice sent electronically to all members with registered email addresses
  • Documents available for inspection: Registers of directors & key managerial personnel, registers of contracts & arrangements
  • Proxy forms must be submitted 48 hours before the meeting
  • Results will be placed on company website (www.aeroflexneu.com) and CDSL website (www.evotingindia.com)
  • Results will be communicated to BSE and NSE