EGM Details

  • Date: Tuesday, June 16, 2026
  • Time: 12:30 PM (IST)
  • Mode: Video Conferencing (VC)/Other Audio-Visual Means (OAVM)
  • Cut-off date for e-voting: Tuesday, June 9, 2026
  • Remote e-voting period: Saturday, June 13, 2026 (9:00 AM IST) to Monday, June 15, 2026 (5:00 PM IST)

Special Business Items

Item 1: Preferential Issue of Warrants to Promoters

  • Resolution Type: Special Resolution
  • Security: Up to 15,00,000 convertible warrants
  • Conversion: Each warrant convertible into 1 equity share of face value ₹10
  • Issue Price: ₹343 per warrant (₹10 face value + ₹333 premium)
  • Total Issue Size: ₹51,45,00,000
  • Allottees:
  • Rupesh Kumar Gupta: 6,20,000 warrants (Promoter)
  • Shailesh Kumar Gupta: 6,20,000 warrants (Promoter)
  • Parul Gupta: 1,30,000 warrants (Promoter Group)
  • Isha Gupta: 1,30,000 warrants (Promoter Group)

Payment Terms:

  • 25% (₹12,86,25,000) payable on allotment
  • 75% (₹38,58,75,000) payable at time of conversion

Key Terms:

  • Tenure: Maximum 18 months from allotment date
  • Conversion option can be exercised in one or more tranches
  • Unconverted warrants and paid amount will be forfeited after 18 months
  • Equity shares issued on conversion will rank pari-passu with existing shares
  • Relevant date for pricing: May 15, 2026 (30 days prior to EGM date)

Objects of Issue: Meeting incremental working capital requirements within 24 months from allotment

Shareholding Impact:

  • Pre-issue promoter holding: 57.27% (1,77,34,924 shares)
  • Post-issue promoter holding: 59.24% (1,92,34,924 shares on full conversion)
  • No change in control or management

Item 2: Alteration of Articles of Association

  • Resolution Type: Special Resolution
  • Purpose: Insert new clause 4(iii) to exempt increase in subscribed capital caused by conversion of debentures or loans into shares from certain article provisions

Item 3: Authorization for Debt-to-Equity Conversion

  • Resolution Type: Special Resolution
  • Purpose: Authorize Board to allow lenders to convert loans/financial assistance into equity shares or other capital in event of default
  • Conversion Terms: At price determined in accordance with applicable law at time of conversion
  • Scope: Covers existing and future financial assistance in Indian rupees or foreign currency

Shareholder Participation

  • EGM conducted through VC/OAVM as per MCA and SEBI circulars
  • Scrutinizer: Mr. Vinod Sakaram (Company Secretary)
  • Results to be announced within 2 working days of EGM conclusion
  • Documents available on company, BSE, NSE, and CDSL websites

Financial Impact

  • Immediate inflow: ₹12.86 crore on warrant allotment
  • Potential future inflow: ₹38.59 crore on conversion
  • Working capital augmentation: ₹51.45 crore
  • No immediate dilution until warrant conversion

Corporate Contacts

  • Company Secretary: Rekha Singh (A33986)
  • RTA: Bigshare Services Private Limited
  • Registered Address: 3-4-174/12/2, Samarpan, 1st Floor, Near Pillar No. 125, Attapur, Hyderabad, Telangana - 500048