Highway Infrastructure Board Approves Capital Hike, Warrant Issue

1. Increase in Authorized Share Capital

Approved increase in authorized share capital from ₹40,00,00,000 divided into 8,00,00,000 equity shares of ₹5 each to ₹50,00,00,000 divided into 10,00,00,000 equity shares of ₹5 each
Subject to shareholders' approval in the General Meeting

2. Issue of Share Warrants to Promoter and Promoter Group

Approved issuance of up to 1,00,00,000 warrants convertible into one equity share each within 18 months
Issue price: ₹49.82 per warrant (including warrant subscription price and warrant exercise price)
Total potential proceeds: ₹49,82,00,000
Warrant holders must pay 25% upfront (₹12.46 per warrant) at subscription
Balance 75% (₹37.36 per warrant) payable upon conversion within 18 months
Warrants to be issued to three promoter group members: Anoop Agrawal, Riddharth Jain, and Tirth Agrawal
Valuation report obtained from CA Vaibhav Mandhana, Registered Valuer (IBBI Registration No. IBBI/RV/06/2020/13124)
Relevant date for preferential issue: 14th October, 2026
Subject to shareholder approval by Special Resolution and other regulatory approvals

3. Investment in Indore Highway Real Estates Private Limited

Proposed acquisition of 51% paid-up equity share capital (25,500 equity shares of ₹10 each)
Purchase consideration: ₹152.89 per equity share
Total investment: ₹38,98,695
Target company CIN: U70101MP2013PTC029831
Valuation report obtained from CA Pankaj Shah, Registered Valuer (IBBI/RV/06/2020/13735)
Transaction involves related parties: Mrs. Neetu Agrawal (relative of Director Anoop Agrawal), Mrs. Jyoti Jain and Ms. Anshita Jain (relatives of Directors Arun Kumar Jain and Riddharth Jain)
Partial transaction with Mrs. Rachna Agrawal does not constitute related party transaction
Target company financials: Paid-up capital ₹5,00,000; Turnover FY 2025-26: Nil; FY 2023-24: ₹59,44,634; FY 2024-25: Nil
Post-acquisition, target company will become a subsidiary of Highway Infrastructure Limited
Consideration to be paid in cash
Expected completion timeframe: Approximately one month

4. Extraordinary General Meeting

Board approved draft notice of EGM to seek shareholder approval for capital increase and warrant issuance