Key Decision and Quantitative Figures

The Board of Directors considered and approved the following business:

  • Authorization to subscribe to 3,80,000 (Three Lakh Eighty Thousand) fully paid equity shares in Fratelli Wines Private Limited (FWPL), a wholly-owned subsidiary.
  • The face value of each share is ₹10.
  • The subscription price is ₹198 per share, which includes a premium of ₹188.
  • The total cost of acquisition is ₹7,52,40,000 (Rupees Seven Crore Fifty-Two Lakh Forty Thousand Only).

Details of the Target Company (FWPL)

  • Business: FWPL is engaged in the manufacturing, importing, exporting, processing, and selling of wines and alcoholic beverages.
  • Financials: Turnover for the financial year ended March 31, 2026, was ₹18,120.04 Lacs. Historical turnover is provided:
  • FY 2024: ₹21,556.71 Lacs
  • FY 2025: ₹17,844.09 Lacs
  • FY 2026: ₹18,120.04 Lacs
  • Incorporation: FWPL was incorporated under the Companies Act, 1956, on September 17, 2007.

Transaction Details and Impact

  • Nature of Transaction: The transaction is classified as a Related Party Transaction since FWPL is a wholly-owned subsidiary. It is stated to be conducted at arm's length.
  • Ownership Impact: There will be no change in the shareholding structure. Post-investment, FWPL will remain a 100% wholly-owned subsidiary of Fratelli Vineyards Limited.
  • Purpose: The stated object of the acquisition is to help FWPL finance its working capital requirements.
  • Consideration: The investment will be made via a cash consideration.

Governance and Additional Information

  • Promoter Interest: The disclosure notes that the promoters (Mr. Puja Sekhri, Mr. Gaurav Sekhri, and Mr. Aditya Brij Sekhri) also serve as directors on the board of FWPL. Beyond this and the parent's shareholding, no other promoter/promoter group/group companies have any interest in FWPL.
  • Meeting Details: The Board meeting commenced at 12:00 PM and concluded at 12:45 PM on June 24, 2026.
  • Regulatory Reference: The disclosure is made pursuant to Regulation 30 and includes details as required under Regulation 30(6) read with Para A(1) of Part A of Schedule III of the Listing Regulations and SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.