Preferential Issue of Convertible Warrants

The Board approved the issuance and allotment of up to 350,000 (Three Lakh Fifty Thousand) convertible equity warrants to persons belonging to the Promoter and Promoter Group on a preferential basis. Key details:

  • Instrument Type: Convertible Equity Warrants, each convertible into one fully paid-up equity share of face value ₹10
  • Issue Price: ₹177 per warrant (determined in accordance with ICDR Regulations with reference to the Relevant Date of September 17, 2026)
  • Total Issue Size: ₹6,19,50,000 (Rupees Six Crores Nineteen Lakhs Fifty Thousand Only)
  • Payment Structure: 25% of the warrant issue price payable at subscription and allotment, balance 75% payable upon exercise of warrants
  • Conversion Terms: Each warrant carries right to subscribe to 1 equity share
  • Tenure: Warrants must be exercised within 18 months from date of allotment
  • Consequence of Non-exercise: Unexercised warrants lapse after 18 months, with paid amounts forfeited by the company

Allottee Details

The warrants are proposed to be allotted to three promoter group members:

1. Mr. Sunil Choksi - 200,000 warrants

2. Ms. Himika Choksi - 100,000 warrants

3. Mrs. Stela Choksi - 50,000 warrants

Shareholding Impact

Current and projected post-issue shareholding patterns (assuming full conversion):

  • Mr. Sunil Choksi: Pre-issue - 523,192 shares (7.51%); Post-issue - 723,192 shares (9.89%)
  • Ms. Himika Choksi: Pre-issue - 1,000 shares (0.01%); Post-issue - 101,000 shares (1.38%)
  • Mrs. Stela Choksi: Pre-issue - 220,000 shares (3.16%); Post-issue - 270,200 shares (3.69%)

Note: Post-issue calculations assume all warrants are subscribed and converted, with pre-issue shareholding remaining unchanged.

Approvals Required

The preferential issue is subject to approval of shareholders at an Extraordinary General Meeting and relevant regulatory/statutory authorities.

Extraordinary General Meeting Arrangements

The Board also approved:

  • Notice of Extraordinary General Meeting to be held on Saturday, October 17, 2026
  • Meeting to be conducted through Video Conferencing (VC) or Other Audio-Visual Means (OAVM)
  • Appointment of CS Surabhi Agrawal, Practicing Company Secretary, as Scrutinizer for e-voting process