Key Decisions and Quantitative Figures

1. Increase in Authorised Share Capital:

The Board approved an increase in the company's Authorised Share Capital from the existing ₹30 crores (divided into 3 crore equity shares of ₹10 each) to ₹35 crores (divided into 3.5 crore equity shares of ₹10 each). This alteration to Capital Clause V of the Memorandum of Association is subject to approval by members in the ensuing Extraordinary General Meeting (EGM).

2. Preferential Issue of Convertible Warrants:

The Board approved raising funds by issuing up to 14,98,000 (Fourteen Lakhs Ninety Eight Thousand) share warrants, each convertible into one fully paid-up equity share of face value ₹10.

  • Issue Price: ₹290 per warrant (₹10 face value + ₹280 premium)
  • Total Issue Size: ₹43,44,20,000 (Rupees Forty Three Crores Forty Four Lakhs Twenty Thousand)
  • Allottees: 40 persons/entities belonging to promoter and non-promoter groups (detailed in Annexure IV)
  • Payment Terms: 25% of the issue price (₹72.50 per warrant) payable upon application; balance 75% (₹217.50 per warrant) payable upon conversion
  • Conversion Tenure: Warrants are convertible into equity shares within 18 months from the date of allotment
  • Approvals Required: Subject to shareholder approval at the EGM and other regulatory approvals as applicable

The issue will be conducted in accordance with Section 23(1)(b) & 42, 62(1)(c) of the Companies Act, 2013, relevant Rules, and Chapter V of SEBI ICDR Regulations.

3. Convening of Extraordinary General Meeting:

The Board decided to hold an EGM on Saturday, June 27, 2026, at 02:30 PM through video conferencing/other audio-visual means to seek shareholder approval for the above matters.

4. Appointment of Scrutinizer:

The Board appointed M/s Rekha Sejpal & Associates, Practicing Company Secretary, as Scrutinizer for the e-voting process and voting at the EGM.

Detailed Allottee Information (Annexure I)

Promoter Group Allottees (2 entities):

  • Patel Jyotsanaben Tulsibhai: 3,30,000 warrants
  • Patel Varsha Jagdish: 1,70,000 warrants

Non-Promoter Allottees (38 entities): 9,98,000 warrants allocated to various individuals including Bharatkumar Mansinhabhai Chaudhari (1,65,000 warrants), multiple Patel family members, and other investors with allocations ranging from 5,000 to 2,00,000 warrants.

Capital Structure Impact

Preferential Issue Impact (presuming full conversion):

  • Promoter Group Holding: Increases from 0.00% to 1.65% (5,00,000 shares)
  • Non-Promoter Holding: Increases from 0.48% to 3.55% (10,74,157 shares)
  • Total Post-Issue Holding: 5.20% (15,74,157 shares)

Additional Terms

  • Lock-in: The equity shares/warrants/resulting equity shares will be subject to lock-in as prescribed under SEBI ICDR Regulations
  • Consideration: Cash
  • Number of Investors: 40
  • Cancellation/Termination: Not applicable

Meeting Details

The Board Meeting commenced at 4:00 PM and concluded at 6:10 PM (IST) on May 28, 2026.

Place: Ahmedabad