Meeting Details
- Date: Thursday, October 29, 2026
- Time: 3:00 P.M. IST
- Location: Conducted through Video Conferencing (VC) / Other Audio-Visual Means (OAVM)
- Type: Extra-ordinary General Meeting
- Cut-off Date: Thursday, October 22, 2026 - Members recorded in the Register of Members or Register of Beneficial Owners as of this date are entitled to vote
- No Physical Meeting: There are no physical shareholders, and the register of members will not be closed
Proposed Resolutions and Implications
Item No. 1: Issue of Equity Shares on Preferential Basis (Special Resolution)
- Total Shares: Up to 8,66,434 equity shares of face value ₹10.00 each
- Issue Price: ₹1,430 per share (including premium of ₹1,420)
- Total Consideration: ₹123,90,00,620 (₹123.90 crore)
- Allottees: 54 allottees, all classified as Non-Promoter except Mayank Ghota (Promoter Group) who will receive 6,990 shares
- Largest Allottees:
- Rathi Ramkumar Hiralal HUF: 1,86,450 shares (₹26.66 crore)
- Eterna Prima-Scheme I: 69,931 shares (₹10.00 crore)
- Hem Growth Opportunities Fund: 69,931 shares (₹10.00 crore)
- Relevant Date: Tuesday, September 29, 2026 (for floor price determination)
- Floor Price: ₹1,413.10 as per SEBI ICDR Regulations
- Lock-in: Equity shares subject to lock-in as per SEBI ICDR Regulations
Item No. 2: Issue of Fully Convertible Equity Warrants (Special Resolution)
- Total Warrants: Up to 30,35,711 warrants
- Warrant Issue Price: ₹1,430 per warrant
- Total Consideration: ₹434,10,66,730 (₹434.11 crore)
- Conversion: Each warrant convertible into 1 equity share of ₹10.00 face value
- Payment Terms: 25% (₹357.50) payable upfront, 75% (₹1,072.50) payable upon conversion
- Tenure: 18 months from allotment date
- Allottees: 71 allottees including 4 Promoter Group entities:
- Shree Jalaram Metals Private Limited: 6,36,500 warrants (₹91.02 crore)
- Muskan Lunawath: 20,950 warrants (₹2.99 crore)
- Sapana Pirodia: 20,950 warrants (₹2.99 crore)
- Divya Kataria: 20,950 warrants (₹2.99 crore)
- Largest Non-Promoter Allottee: Mukul Mahavir Agrawal: 6,99,500 warrants (₹100.03 crore)
Voting Process and Methods
- Remote e-voting: Available through NSDL from October 26, 2026 (9:00 AM) to October 28, 2026 (5:00 PM)
- E-voting during meeting: Available for members who haven't voted remotely
- Scrutinizer: M/s. Prasad & Partners LLP (FRN: L2023GJ013900), Mr. Anand S Lavingia (csanandlavingia@gmail.com, +91 79 3578 9144)
- Voting Rights: Proportional to shareholding as of cut-off date (October 22, 2026)
- No Proxy Voting: Not permitted as per MCA circular for virtual meetings
Key Voting Outcomes
Note: Voting results will be available after the EGM. This notice only provides the framework for voting.
Compliance with Laws and Regulations
The proposed preferential issue complies with:
- Sections 23(1)(b), 42, 62(1)(c) of Companies Act, 2013
- Companies (Prospectus and Allotment of Securities) Rules, 2014
- Companies (Share Capital and Debentures) Rules, 2014
- SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018
- SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- Foreign Exchange Management Act, 1999 and related rules
- Foreign Exchange Management (Non-debt Instruments) Rules, 2019
Additional Financial Information
- Objects of Issue:
- Expansion of Retail Network and Funding of Inventory Requirements: ₹513.00 crore (91.93%)
- General Corporate Purposes: ₹45.01 crore (8.07%)
- Utilization Timeline: On or before September 30, 2027
- Monitoring Agency: Brickwork Ratings India Private Limited (SEBI Regn No. IN/CRA/005/2008) appointed as required for issues exceeding ₹100 crore
- Pre-Issue Shareholding (as of October 2, 2026):
- Promoter & Promoter Group: 74.89% (1,70,95,744 shares)
- Public Shareholding: 25.11% (57,32,176 shares)
- Post-Issue Shareholding (projected, including warrant conversion):
- Promoter & Promoter Group: 66.46% (1,78,02,084 shares)
- Public Shareholding: 33.54% (89,85,481 shares)