Key Decisions Approved
The Board of Directors approved the following items during their meeting held on Wednesday, 1st July, 2026, which commenced at 03:00 p.m. and concluded at 03:10 p.m.:
1. Preferential Issue of Equity Shares: Approval for issuance of up to 23,00,000 (Twenty Three Lakh) equity shares of face value ₹10 each at an issue price of ₹72 per share (including premium of ₹62 each) to non-promoter category investors. The aggregate consideration amounts to ₹16,56,00,000 (₹16.56 crore).
2. Preferential Issue of Convertible Warrants: Approval for issuance of up to 11,50,000 (Eleven Lakh Fifty Thousand) warrants, each convertible into one equity share of face value ₹10 each at an issue price of ₹72 per warrant (including premium of ₹62 each) to non-promoter category investors. The aggregate consideration amounts to ₹8,28,00,000 (₹8.28 crore).
3. Postal Ballot Notice: Approval of the Notice of Postal Ballot for obtaining shareholder approval for the preferential issuances.
4. E-Voting Facility: Provision of electronic voting facility through CDSL for members holding shares as of the cut-off date of 26th June, 2026, as required under Regulation 44 of SEBI LODR Regulations, 2015.
5. Scrutinizer Appointment: Appointment of M/s. Jain Alok & Associates, Practicing Company Secretary, as the Scrutinizer for conducting the Postal Ballot voting process.
Equity Share Issue Details (Annexure A)
- Type of Security: Equity shares
- Type of Issuance: Preferential allotment on private placement basis
- Total Securities: Up to 23,00,000 equity shares
- Issue Price: ₹72 per share (₹10 face value + ₹62 premium)
- Total Consideration: ₹16,56,00,000
- Investors: Five non-promoter investors:
- Aegis Investment Fund PCC (PAN: AANCA5102B, Demat: IN30317320023322) - 13,00,000 shares (9.15% post-issue)
- Niveza Small Cap Fund (PAN: AAETN4879Q, Demat: IN30317320434788) - 7,00,000 shares
- Orbit Global Softsol Private Limited (PAN: AAACO4521H, Demat: 1204470032080860) - 1,00,000 shares (0.70% post-issue)
- Enes Global Softek Private Limited (PAN: AAACE9166A, Demat: 1204470032080787) - 1,00,000 shares (0.70% post-issue)
- M/s. Sri Vinayaka Enterprises through its Partner Mr. Ramaswamyreddy Pedinekaluva (PAN: ADUFS7110E, Demat: IN30226914874820) - 1,00,000 shares (0.70% post-issue)
Convertible Warrants Issue Details (Annexure B)
- Type of Security: Convertible warrants
- Type of Issuance: Preferential allotment on private placement basis
- Total Securities: Up to 11,50,000 warrants
- Issue Price: ₹72 per warrant (₹10 face value + ₹62 premium)
- Total Consideration: ₹8,28,00,000
- Payment Terms: 25% payable at application, balance payable at conversion
- Conversion Terms: Each warrant convertible into 1 equity share within 18 months from allotment date, in one or more tranches
- Number of Investors: 4 investors
- Investors:
- Enact Technologies Private Limited (PAN: AABCI3122P, Demat: 1205270000081167) - 8,00,000 warrants (would hold 29,09,408 shares or 20.49% on fully diluted basis)
- Manoharben Jamnalal Kabra (PAN: AFMPK3583R, Demat: 1203500001117742) - 2,00,000 warrants (would hold 2,01,555 shares or 1.42% on fully diluted basis)
- Nirmalaben Manubhai Chabaria (PAN: AFAPC7614R, Demat: 1203500001571118) - 1,00,000 warrants (would hold 1,00,000 shares or 0.70% on fully diluted basis)
- Rajendrakumar Sukhraj Jain (PAN: ABDPJ4932J, Demat: 1203500001538930) - 50,000 warrants (would hold 50,000 shares or 0.35% on fully diluted basis)
Next Steps
Shareholder approval will be sought through postal ballot with e-voting facility provided through CDSL for members as of 26th June, 2026 cut-off date.