Correction to Preferential Allotment Disclosure

Cosmic CRF Limited submitted a revised disclosure to correct an inadvertent typographical error in its Board Meeting Outcome dated August 3, 2026. The error was in Annexure I point 4(ii) regarding the post-issue shareholding of M/s. AVB Endeavors Private Limited. The number of shares was erroneously mentioned as 5,54,143 equity shares instead of the correct figure of 6,64,125 equity shares. The total number of shares and percentage of shares post allotment in the original letter were correct.

Preferential Allotment Details

The company issued 7,25,041 equity shares with face value of ₹10 each through preferential allotment for consideration other than cash. The allotment was made in accordance with the Companies Act, 2013 and SEBI (ICDR) Regulations.

Allottees and Shareholding Pattern:

  • Mr. Aditya Vikram Birla (Promoter): Pre-issue holding 32.693% (32,693 shares), Post-issue holding 32.93% (32,693 shares)
  • M/S AVB Endeavors Private Limited (Promoter Group): Post-issue holding 6,64,125 shares (6.69%)
  • Mrs. Purvi Birla (Promoter Group): Post-issue holding 24 shares
  • M/s Prilika Enterprises Private Limited (Promoter Group): Pre-issue holding 9,32,900 shares (10.13%), Post-issue holding 9,32,924 shares (9.39%)
  • M/s. AVB Entech Private Limited (Promoter Group): Pre-issue holding 1,00,000 shares (1.09%), Post-issue holding 1,00,024 shares (1.01%)
  • Aditya Vikram Birla (HUF) (Promoter Group): Post-issue holding 24 shares
  • Gayatri Birla Agrawal (Promoter Group): Pre-issue holding 1,000 shares (0.01%), Post-issue holding 1,000 shares (0.01%)
  • Invicta Continuum Fund 1 (Public): Post-issue holding 60,796 shares (0.61%)

Total post-issue share capital: 99,28,800 shares (as calculated from percentages)

Acquisition Disclosure

The company disclosed additional information regarding the acquisition of 26% stake in N.S. Engineering Projects Pvt. Ltd. through a share swap arrangement.

Target Company Details:

  • Name: N.S. Engineering Projects Pvt. Ltd.
  • Date of Incorporation: February 2, 2007
  • Paid Up Share Capital: ₹11.81 Crores
  • Turnover: FY 2023-24: ₹Nil; FY 2024-25: ₹10,174.79 Lakhs; FY 2025-26: ₹32,650.57 Lakhs
  • PAT for FY 2025-26: ₹2,256.87 Lakhs
  • Industry: Iron & Steel, Sheet Piles, High Mast/Octagonal Steel Tubular Poles, Steel fabrication Unit, Engineering, EPC contracting, Galvanizing of Iron & Steel Products
  • Plant Location: Dakshin Jhapardhan, ONGC Road, Domjur Howrah-711 405, West Bengal, India

Acquisition Terms:

  • Percentage acquired: 26% (30,71,025 fully paid up equity shares)
  • Acquisition method: Share swap through preferential allotment of Cosmic CRF shares to selling shareholders
  • Consideration: Other than cash (Share Swap)
  • Price per share: ₹314
  • Share Swap Ratio: 236.09:1000
  • This constitutes a related party transaction as the promoter/promoter group/group companies have interest in the entity being acquired
  • The transaction is conducted on an arm's length basis based on valuation report by CA Manish Gadia, IBBI Registration No. IBBI/RV/06/2019/11646

Purpose and Approvals:

  • Object: To make the target company a Wholly Owned Subsidiary
  • The target company's business is not outside the main line of business of Cosmic CRF
  • Required approvals: Shareholder approval via EGM and in-principle approval from Stock Exchanges
  • Indicative time period for completion: 3 months