Key Amendments in Corrigendum

1. Removal of proposed allottee "Lattaben Patel" from Resolution No. 2 concerning the preferential issue of warrants.

2. Amendment to the Objects of the Preferential Issue section (Point A of Item No. 2) to provide detailed object-wise fund utilization.

3. Update to the Company Secretary's Certificate section (Point U of Item No. 2) to provide the correct web link for accessing the certificate.

Preferential Warrant Issue Details

The company seeks shareholder approval to issue up to 14,84,000 (Fourteen Lakhs Eighty Four Thousand) share warrants, each convertible into one equity share of face value ₹10, at a price of ₹290 per warrant (including a premium of ₹280).

Financial Details

  • Total Issue Size: ₹43,03,60,000 (Rupees Forty Three Crores Three Lakhs Sixty Thousand)
  • Upfront Payment (25%): ₹10,75,90,000 (₹72.50 per warrant)
  • Balance Payment on Conversion (75%): ₹32,27,70,000 (₹217.50 per warrant)
  • Conversion Period: Within 18 months from date of allotment
  • Relevant Date for Pricing: 27th May 2026
  • Floor Price: ₹289.44 (rounded to ₹290)

Allottee Details

The warrants are to be issued to 39 identified allottees:

  • Promoter Group: 2 allottees (5,00,000 warrants)
  • Non-Promoters: 37 allottees (9,84,000 warrants)

The complete list includes Patel Jyotsanaben Tulsibhai (3,30,000 warrants), Patel Varsha Jagdish (1,70,000 warrants), Bharatkumar Mansinhabhai Chaudhari (1,65,000 warrants), and 36 other non-promoter allottees with allocations ranging from 2,500 to 2,00,000 warrants.

Objects of the Issue

The funds will be utilized for:

  • Solar Projects: ₹26.40 crore (within 6 months)
  • Bio-CNG projects in subsidiary: ₹4.00 crore (within 6 months)
  • Hospitality Project in LLP: ₹10.00 crore (within 6 months)
  • Working Capital requirements: ₹1.13 crore (within 6 months)
  • General Corporate Purposes: ₹1.50 crore (within 6 months, not exceeding 7.5% of total consideration)

Shareholding Impact

  • Pre-issue capital: 1,58,20,000 equity shares
  • Post-issue capital (assuming full conversion): 3,02,39,491 equity shares (including 1,29,35,490 warrants from past issues)
  • Promoter holding change: From 74.63% to 71.09%
  • No change in control of the company

Key Terms and Conditions

  • Warrants to be allotted in dematerialized form within 15 days of shareholder approval
  • Equity shares arising from conversion will rank pari-passu with existing shares
  • 25% payment upfront, 75% upon conversion
  • Lock-in provisions as per SEBI ICDR Regulations
  • Warrants lapse if not converted within 18 months, with upfront payment forfeited
  • No voting rights for warrant holders until conversion

Document References

  • SEBI (ICDR) Regulations, 2018 - Regulations 159, 161, 165, 170
  • Companies Act, 2013 - Sections 42, 62(1)(c), 102
  • Original EGM Notice dated 28th May 2026
  • Valuation report available at company website: www.emrockgroup.com
  • Company Secretary certificate available at: https://emrockgroup.com/wp-content/uploads/2026/06/PCS-CERTIFICATE.pdf