Bal Pharma Limited has issued a notice for a postal ballot to seek shareholder approval for a preferential issue of warrants to a promoter. The disclosure is made pursuant to Regulations 30 and 44 of the SEBI Listing Regulations.

Nature of the Event

The company is seeking shareholder approval through a postal ballot (electronic voting) for a special resolution to issue 10,00,000 convertible warrants to Mr. Shailesh Siroya, a promoter, on a preferential basis.

Key Quantitative Figures

  • Number of Warrants: 10,00,000
  • Issue Price per Warrant: ₹81 (including a premium of ₹71)
  • Total Issue Size: ₹8,10,00,000
  • Relevant Date for Pricing: July 09, 2026
  • Minimum Price as per SEBI ICDR: ₹80.14 per warrant
  • Initial Payment: 25% of total consideration (₹20.25 per warrant) payable on allotment
  • Balance Payment: 75% (₹60.75 per warrant) payable before conversion
  • Conversion Period: 18 months from date of allotment
  • Post-Issue Promoter Holding Increase: From 50.85% to 53.76% (on full conversion)
  • Specific Allottee Holding Increase: Mr. Shailesh Siroya's holding would increase from 17.24% to 22.13%

Dates and Timeline

  • Cut-off Date for Voting Rights: July 03, 2026
  • E-voting Period: July 10, 2026 (9:00 AM IST) to August 08, 2026 (5:00 PM IST)
  • Result Declaration: On or before August 11, 2026
  • Warrant Allotment Timeline: Within 15 days of shareholder approval
  • Board Approval Date: May 27, 2026

Parties Involved

  • Proposed Allottee: Mr. Shailesh Siroya (Promoter)
  • Scrutinizer: Mr. Parameshwar Bhat, Practicing Company Secretary (Membership No. 11004)
  • E-voting Service Provider: National Securities Depository Limited (NSDL)
  • Company Secretary: Shreepada ML (ICSI Membership No. A66681)

Purpose and Rationale

The funds raised (₹8.10 crore) will be used to part-finance a greenfield project for setting up an API manufacturing facility at Yadgir, Karnataka. The company has already acquired 5 acres of land at this location and obtained environmental clearance from the Ministry of Forest & Environment.

Financial and Operational Impact

The preferential issue will increase the company's paid-up equity capital from 1,59,20,872 shares to 1,69,20,872 shares upon full conversion of all warrants. The promoter holding will increase from 50.85% to 53.76%, while public holding will decrease from 49.15% to 46.24%.

Capital Structure Impact

The issue will result in dilution of approximately 5.88% to existing shareholders upon full conversion of all warrants. The resulting equity shares will rank pari-passu with existing equity shares in all respects including dividend and voting rights.

Special Conditions and Lock-in

  • Warrants and resulting equity shares are subject to lock-in as per Regulation 167 of SEBI ICDR Regulations
  • Warrants cannot be sold, transferred, hypothecated or encumbered during lock-in period
  • If warrants are not converted within 18 months, the amount paid will be forfeited
  • The company must ensure compliance with minimum public shareholding norms

Voting Process Details

The company has appointed NSDL to facilitate remote e-voting. Members as of July 03, 2026 cut-off date can vote electronically. Institutional shareholders must send scanned copies of board resolutions/authority letters to the scrutinizer. The scrutinizer will submit a report to the managing director or authorized director, and results will be announced by August 11, 2026.