Scrutinizer's Report for HBG Hotels Limited Postal Ballot
Key Quantitative Figures
- Total shareholders on record date: 2,723
- Total shares outstanding: 2,05,19,260 equity shares
- Promoter & Promoter Group holding: 1,43,21,720 shares (69.80% of total)
- Public Non-Institutions holding: 61,97,540 shares (30.20% of total)
- Shareholders who voted: 32 shareholders representing 5,74,342 shares (2.799% of total shares)
Resolution Details and Voting Results
Item No. 1: Alteration in Authorised Share Capital
Resolution Type: Ordinary Resolution
Purpose: Increase authorized share capital from ₹29,00,00,000 to ₹45,00,00,000 by creating additional 1,60,00,000 equity shares of ₹10 each (aggregating ₹16,00,00,000)
Voting Results:
- Votes in favor: 5,74,334 shares (99.9986% of votes polled)
- Votes against: 8 shares (0.0014% of votes polled)
- Promoters & Promoter Group: 0 votes polled (abstained)
- Public Non-Institutions: 5,74,342 votes polled (9.2673% of their holding)
Item No. 2: Preferential Issue of Convertible Warrants
Resolution Type: Special Resolution
Purpose: Issue 56,65,000 convertible warrants at ₹83 per warrant (including premium of ₹73), aggregating ₹47,01,95,000 to promoters, promoter group and non-promoters
Allottee Details:
| Allottee | Warrants | Category |
| Hede Consultancy Company Private Limited | 15,00,000 | Promoter Group |
| Shibanee Harlalka | 1,50,000 | Promoter |
| Glacier Trades Pvt Ltd | 14,00,000 | Promoter Group |
| Samit Prafulla Hede | 13,00,000 | Promoter |
| Colaba Real Estate Private Limited | 6,00,000 | Promoter Group |
| Prafulla Rajaram Hede | 2,55,000 | Promoter |
| Fine Papyrus Private Limited | 4,50,000 | Non-Promoter |
| Amit Shah | 10,000 | Non-Promoter |
| Total | 56,65,000 | |
Key Terms:
- Relevant date for pricing: 11th September, 2026
- 25% payment on allotment, 75% before conversion
- Warrants convertible within 18 months from allotment
- Equity shares allotted within 15 days of conversion
- Non-conversion results in forfeiture of amount paid
- Warrants subject to lock-in as per SEBI ICDR Regulations
Voting Results:
- Votes in favor: 5,74,334 shares (99.9986% of votes polled)
- Votes against: 8 shares (0.0014% of votes polled)
- Promoters & Promoter Group: 0 votes polled (abstained)
- Public Non-Institutions: 5,74,342 votes polled (9.2673% of their holding)
Item No. 3: Investments, Loans and Guarantees Beyond Limits
Resolution Type: Special Resolution
Purpose: Authorize Board to make investments, give loans, provide guarantees/securities exceeding limits under Section 186 of Companies Act, 2013, up to ₹700,00,00,000
Voting Results:
- Votes in favor: 5,74,293 shares (99.9915% of votes polled)
- Votes against: 49 shares (0.0085% of votes polled)
- Promoters & Promoter Group: 0 votes polled (abstained)
- Public Non-Institutions: 5,74,342 votes polled (9.2673% of their holding)
Item No. 4: Related Party Transaction - Land Acquisition
Resolution Type: Ordinary Resolution
Purpose: Acquire land parcel in Goa, Velha, Survey No. 15 ad measuring 7,000 sq. mts. for ₹36 crore from Hede Consultancy Company Private Limited (Promoter Group)
Voting Results:
- Votes in favor: 5,74,334 shares (99.9986% of votes polled)
- Votes against: 8 shares (0.0014% of votes polled)
- Promoters & Promoter Group: 0 votes polled (abstained)
- Public Non-Institutions: 5,74,342 votes polled (9.2673% of their holding)
Voting Process Details
- Scrutinizer: Pooja Gala & Associates, Practicing Company Secretary
- Service Provider: National Securities Depository Limited (NSDL)
- Event Number: 143093
- Voting Period: 14th September, 2026 (9:00 AM) to 13th October, 2026 (5:00 PM)
- Advertisement Published: The Goan (English) and Goan - Varta (Marathi) on 13th September, 2026
- COVID-19 Adaptations: Only e-voting conducted as per MCA circulars, no physical ballot forms sent
Overall Result
All four resolutions were passed with the requisite majority. The resolutions are deemed passed as of the date of announcement of results (14th October, 2026).