Item No. 7: Issuance of Equity Shares on Preferential Basis (Swap of Shares)
Valuation Report: Price determined at ₹31.53 per equity share by independent registered valuer Mr. Manish Manwani (IBBI Registration No.: IBBI/RV/03/2021/14113).
Compliance Certificate: Obtained from M/s. Prachi Bansal & Associates, Practicing Company Secretary (COP: 23670).
Item No. 8: Issuance of Fully Convertible Warrants on Preferential Basis
Issue Size: Up to 3,12,41,250 (Three Crore Twelve Lakh Forty-One Thousand Two Hundred Fifty) warrants to promoter/promoter group and non-promoter public category.
Objects of Issue: Proceeds utilization breakdown (assuming 100% conversion):
Working Capital Requirements: ₹50.00 crore (to be utilized by March 31, 2028)
Investments in subsidiaries/associates: ₹25.00 crore (to be utilized by March 31, 2028)
General Corporate Purposes: ₹24.50 crore (to be utilized by March 31, 2028)
Issue-related expenses: ₹0.47 crore (to be utilized by March 31, 2028)
Total: ₹99.97 crore
Interim Use of Proceeds: Pending utilization will be deposited with scheduled commercial banks listed in RBI Act's second schedule.
Monitoring: No monitoring agency required as issue size is below ₹100 crore.
Valuation: Price determined at ₹31.53 per share by independent valuer Mr. Manish Manwani, as required under Regulation 166A of SEBI ICDR Regulations.
Compliance Certificate: Obtained from M/s. Prachi Bansal & Associates.
Item No. 14: Related Party Transactions with Ebix Group Entities
Nature of Transactions: Approval sought for material RPTs during FY 2026-27 including loans, advances, guarantees, securities, ICDs, purchase/sale of goods and services, shared services, and business support services.
Rationale: To achieve business synergies, operational integration, efficient treasury management, and optimum resource utilization across group entities.
Approvals: Audit Committee and Board approved on May 11, 2026, and recommended for shareholder approval.
Historical Transactions (FY 2025-26):
With Ebix Technologies Limited: ₹38.85 crore ICD given, ₹60.37 crore ICD taken, ₹6.11 crore ICD received back, ₹0.74 crore interest expense, ₹0.08 crore interest income
With EbixCash World Money Limited: ₹48.20 crore ICD taken, ₹36.05 crore ICD received back, ₹1.67 crore interest expense, ₹0.05 crore interest income
Multiple other transactions with various Ebix group entities disclosed with detailed amounts
Financial Performance of Related Parties (FY 2025-26):
Ebix Technologies Limited: Turnover ₹386.70 crore, PAT ₹142.21 crore, Net Worth ₹921.52 crore
Ebix Travels Private Limited: Turnover ₹221.34 crore, PAT ₹-35.68 crore, Net Worth ₹-87.44 crore
EbixCash World Money Limited: Turnover ₹580.02 crore, PAT ₹80.85 crore, Net Worth ₹231.09 crore
Ebix Payment Services Private Limited: Turnover ₹43.22 crore, PAT ₹-1.11 crore, Net Worth ₹54.58 crore
Ebix Inc: Turnover ₹437.71 crore, PAT ₹-68.15 crore, Net Worth ₹-811.45 crore
Items No. 15 & 16: Related Party Transactions with Promoter-Group Companies
Related Parties: Vikas Lifecare Limited (polymer compounds, specialty chemicals) and Advik Capital Limited (RBI-registered NBFC)
Rationale: Continued operational and financial support transactions in ordinary course of business
Approval: Audit Committee and Board approved on May 11, 2026
Transaction Value as % of Consolidated Turnover:
Vikas Lifecare Limited: 19.47%
Advik Capital Limited: 38.94%
Voting Requirements
All related parties shall abstain from voting on RPT resolutions (Items 14, 15, 16) as per Regulation 23 of SEBI Listing Regulations.
None of the Directors or KMPs are concerned or interested except to the extent of their shareholding/interest in related party entities.
Availability of Documents
The complete corrigendum and all referenced documents (valuation reports, compliance certificates) are available on company website (www.eraayalife.com) and NSDL website (www.evoting.nsdl.com).
The EGM will be held on June 08, 2026, at 11:30 AM through Video Conferencing/Other Audio-Visual Means.
