This disclosure details the outcomes of the Board of Directors meeting held on October 7, 2026, from 3:00 PM to 5:00 PM at the company's office in Surat, Gujarat.
Key Resolutions:
1. Increase in Authorised Share Capital
The Board considered and approved an increase in the Authorised Share Capital of the Company from ₹25,00,00,000 (Rupees Twenty-Five Crore) divided into 5,00,00,000 (Five Crore) Equity Shares of ₹5 each to ₹31,00,00,000 (Rupees Thirty-One Crore) divided into 6,20,00,000 (Six Crore Twenty Lakh) Equity Shares of ₹5 each. This approval is subject to shareholder approval at an ensuing Extra Ordinary General Meeting (EGM). The amendment requires a change to Clause 5 of the Memorandum of Association.
2. Preferential Issue of Convertible Warrants
The Board approved the issuance of up to 1,37,00,000 (One Crore Thirty-Seven Lakh) Convertible Warrants on a preferential basis.
- Issue Price: ₹13 per warrant
- Total Proceeds: ₹17,81,00,000 (Rupees Seventeen Crore Eighty-One Lakh)
- Conversion Terms: Each warrant is convertible into one Equity Share of face value ₹5 with a premium of ₹8, resulting in a full conversion into 1,37,00,000 Equity Shares.
- Tenor: The warrants have a tenor of 18 months from the date of allotment and are convertible in one or more tranches.
- Allottees: The warrants are to be issued to 7 allottees, comprising Promoters, Promoter Group, and Non-Promoters.
Post-Issue Capital Structure Impact:
Pursuant to the full conversion of the warrants, the Promoter/Promoter Group shareholding would stand at 61.64% and the Non-Promoter shareholding at 38.36%.
List of Allottees (Annexure I):
| Sr. No. | Name of Investor | Category | No. of Warrants | Amount (₹) |
| 1 | Donda Jerambhai Lavjibhai | Promoter | 27,00,000 | 3,51,00,000 |
| 2 | Donda Labhuben Jerambhai | Promoter | 27,00,000 | 3,51,00,000 |
| 3 | Jaykumar J Donda | Promoter | 26,96,000 | 3,50,48,000 |
| 4 | Donda Jerambhai Lavjibhai HUF | Promoter Group | 26,96,000 | 3,50,48,000 |
| 5 | Vanrajsinh Boghubha Sarvaiya | Non-Promoter | 14,16,000 | 1,84,08,000 |
| 6 | Rajendrasinh Hathisinh Sarvaiya | Non-Promoter | 14,16,000 | 1,84,08,000 |
| 7 | Sachin Madhusudan Chhatre | Non-Promoter | 76,000 | 9,88,000 |
| Total | | | 1,37,00,000 | 17,81,00,000 |
3. EGM Arrangements
The Board made several appointments and decisions for the ensuing Extra Ordinary General Meeting (EGM):
- Scrutinizer: Appointed Mr. Ricky Kapadia, Proprietor of M/s. RPK & Associates (COP: 26790), a Practicing Company Secretary from Surat.
- E-Voting Agency: Appointed National Securities Depository Limited (NSDL) to provide the e-Voting platform.
- Record Date: Fixed Thursday, October 29, 2026, as the cut-off date for determining member eligibility to vote.
- EGM Date & Time: The EGM is scheduled for Thursday, November 5, 2026, at 1:00 PM (IST) to be conducted through Video Conferencing (VC) / Other Audio-Visual Means (OAVM).