EGM Details

  • Meeting Date: Thursday, November 05, 2026
  • Time: 12:00 P.M. (IST)
  • Mode: Video Conferencing (VC) / Other Audio-Visual Means (OAVM)
  • Deemed Venue: Registered Office at 61/201, 02nd Floor, Prerak Apartment Near Wagh Bakri Tea Depot, Gujarat College Road, Ahmedabad-380006, Gujarat

Special Business Items

Item 1: Increase in Authorized Share Capital

  • Current Authorized Capital: ₹3,50,00,000 divided into 35,00,000 equity shares of ₹10 each
  • Proposed Authorized Capital: ₹23,50,00,000 divided into 2,35,00,000 equity shares of ₹10 each
  • Increase Amount: ₹20,00,00,000 (creating 2,00,00,000 additional shares)
  • Requirement: Consequential amendment to Capital Clause (Clause V) of Memorandum of Association
  • Approval Required: Special Resolution under Sections 13, 61, 64 of Companies Act, 2013

Item 2: Preferential Issue of Convertible Equity Warrants

  • Instrument: Up to 2,00,00,000 (Two Crore) Convertible Equity Warrants
  • Issue Price: ₹11 per warrant (including premium of ₹1)
  • Total Issue Size: ₹22,00,00,000 (Twenty-Two Crores)
  • Payment Terms: 25% payable on allotment, 75% payable on exercise of conversion option
  • Allottees: Promoters and Non-Promoters (Public Category)
  • Conversion Terms: Each warrant convertible into 1 equity share within 18 months from allotment date
  • Relevant Date for Pricing: Tuesday, October 06, 2026 (30 days prior to EGM date)

Preferential Allottee Details

| Sr. No | Name | Category | Warrants | Amount (₹) |

| 1 | Anar Patel | Promoter Individual | 20,70,000 | 2,27,70,000 |

| 2 | Dakshesh Shah | Promoter Individual | 20,22,000 | 2,22,42,000 |

| 3 | Sanskruti Patel | Promoter Individual | 18,16,000 | 1,99,76,000 |

| 4 | Jayeshkumar Patel | Promoter Individual | 15,31,000 | 1,68,41,000 |

| 5 | Sheetal Shah | Promoter Individual | 11,06,000 | 1,21,66,000 |

| 6 | Dhruvin Shah | Promoter Individual | 13,14,000 | 1,44,54,000 |

| 7 | Seher Retail Private Limited | Promoter Body Corporate | 19,34,000 | 2,12,74,000 |

| 8 | Innovative Infraplus India Limited | Public Body Corporate | 15,83,000 | 1,74,13,000 |

| 9 | Shitalnath Consultant Private Limited | Public Body Corporate | 18,00,000 | 1,98,00,000 |

| 10 | Efficient Tie Up Private Limited | Public Body Corporate | 19,29,000 | 2,12,19,000 |

| 11 | Kincer Tradewing LLP | Public Body Corporate | 11,00,000 | 1,21,00,000 |

| 12 | Vaishudha Traders LLP | Public Body Corporate | 8,50,000 | 93,50,000 |

| 13 | Qureka Barter LLP | Public Body Corporate | 9,45,000 | 1,03,95,000 |

| Total | | | 2,00,00,000 | 22,00,00,000 |

Objects of the Issue

Proceeds from the preferential issue (₹22 crore) will be utilized for:

  • Capital Expenditure (₹5.00 crore): Business expansion, store establishment, marketing and launching expenses
  • Working Capital (₹16.00 crore): Business operations
  • General Corporate Purpose (₹1.00 crore)

Utilization Timeline

  • 25% of amount for each object: By December 2026
  • Remaining 75% of amount for each object: By March 2027

Shareholding Pattern Impact

  • Pre-issue Paid-up Capital: 33,50,000 equity shares
  • Post-issue Paid-up Capital (on full conversion): 2,33,50,000 equity shares
  • Promoter Holding: 58.98% pre-issue to 58.97% post-issue
  • Public Holding: 41.02% pre-issue to 41.03% post-issue

Lock-in Requirements

  • Promoter Allottees: 18 months lock-in from trading approval date
  • Non-Promoter Allottees: 6 months lock-in from trading approval date
  • Pre-issue Shareholding of Allottees: Locked-in for 90 trading days from relevant date

Valuation Basis

  • Valuer: Mr. Manish Santosh Buchasia, Registered Valuer (IBBI/RV/03/2019/12235)
  • Basis: Equity shares deemed infrequently traded; valuation performed as per Regulation 166A of ICDR Regulations
  • Price Determination: ₹11 per warrant (including ₹1 premium) as per valuation report dated October 06, 2026

Voting Arrangements

  • Record Date: Thursday, October 29, 2026
  • Remote e-Voting Period: Monday, November 02, 2026 (09:00 AM) to Wednesday, November 04, 2026 (05:00 PM)
  • E-Voting Agency: National Securities Depository Limited (NSDL)
  • Scrutinizer: Mrs. Rupal Patel, Practicing Company Secretary

Other Material Information

  • The company confirms no wilful defaulter or fugitive economic offender status
  • No preferential allotments made during FY 2025-26
  • No change in control anticipated post preferential issue
  • All allottees have provided PAN details as required
  • The company is in compliance with continuous listing conditions

Documents Available for Inspection

  • Memorandum of Association (existing and proposed amended)
  • Valuation Report by independent valuer
  • Practicing Company Secretary certificate
  • All documents available at registered office during business hours until EGM date

#Tags: #CraftrootRetail #PreferentialIssue #SEBIDisclosure #Fundraising #EGMNotice