Summary of Key Information:
Nature of Filing / Announcement: Outcome of Board Meeting under SEBI Listing Regulations
Key Financial Highlights:
Not Specified
Corporate Actions:
Borrowing Limit Increase:
- Approved an increase in borrowing powers under Section 180(1)(c) of the Companies Act, 2013 to a revised limit of ₹2000 Crores, subject to shareholder approval at the ensuing Annual General Meeting.
Enhanced Charging Powers:
- Approved enhancing the limit of the Board's powers to create mortgages, pledges, charges, and hypothecations on company assets under Section 180(1)(a) to a revised limit of ₹2000 Crores, subject to shareholder approval.
Enhanced Limits for Loans to Directors:
- Approved enhancing limits under section 185 of the Companies Act, 2013 to a revised limit of ₹300 Crores.
Stock Split:
- Approved the sub-division/split of 1 (one) equity share of face value of ₹10 each into 5 (five) equity shares of face value of ₹2 each, subject to shareholder and regulatory approvals.
- The record date for the split will be intimated in due course.
- The rationale is to enhance share liquidity, make them more affordable and accessible to a wider investor base, increase trading volumes, and broaden the shareholder base.
- The sub-division does not affect the overall capital structure or intrinsic value of the Company.
- Pre-split authorized capital: ₹70,00,00,000 divided into 7,00,00,000 shares of ₹10 each.
- Post-split authorized capital: ₹70,00,00,000 divided into 35,00,00,000 shares of ₹2 each.
- Pre-split issued, subscribed, and paid-up capital: 6,18,27,600 shares of ₹10 each.
- Post-split issued, subscribed, and paid-up capital: 30,91,38,000 shares of ₹2 each.
- Expected time of completion: Within 2-3 months from shareholder approval, subject to necessary approvals.
- The company has only one class of equity shares.
Alteration of Memorandum of Association:
- Approved the alteration of the capital clause (Clause V) of the Memorandum of Association to reflect the post-split capital structure, subject to shareholder approval.
The altered Clause V shall read: 'V. The Authorized Share Capital of the Company is Rs.70,00,00,000/- (Rupees Seventy Crores only) divided into 35,00,00,000 (Thirty-Five Crores) Equity Shares of Rs. 2/- (Rupees Two Only) each.'
Fundraising:
- The Board decided to seek fresh shareholder approval for the issuance of further securities up to an aggregate amount of ₹1000 Crore.
- This is in one or more tranches through permissible modes including private placement, preferential issue, public issue, rights issue, qualified institutions placement (QIP), or any other mode.
- Securities may include equity shares, preference shares, bonds, debentures, non-convertible debt instruments, warrants, or other eligible securities.
- This is subject to applicable laws, regulatory approvals, and market conditions.
- The total number of securities will be determined after the fixation of the Issue Price at the time of issuance.
- This fresh approval is sought as a previous approval for ₹1000 Crore obtained on 02nd September 2025 was not pursued due to prevailing market conditions. The new approval is for future fund requirements, expansion plans, and long-term business growth strategy.
Dividend and AGM Arrangements:
- Fixed Wednesday, 17th June 2026 as the Record Date (Cut-off Date) for the purpose of payment of final dividend and ascertaining members eligible for e-voting at the Annual General Meeting.
Annual General Meeting (AGM):
- Fixed Wednesday, 24th June 2026 at 12:30 P.M. IST as the date of the Annual General Meeting to be held through Video Conferencing / Other Audio-Visual Means.
- Approved the draft notice convening the AGM.
- Fixed the cut-off date for the dispatch of the AGM notice as May 22, 2026.
Appointments:
- Based on the recommendation of the Nomination & Remuneration Committee, recommended the appointment of Mrs. Archana Dangi (DIN:03510693) as an Additional Non-Executive Independent Director.
- Her term is effective from May 26, 2026, up to the date of the ensuing AGM, and subsequently subject to member approval for a term of 5 consecutive years until 25th May 2031.
- Her qualifications: Bachelors of Arts.
- Nature of expertise: More than 10 years of industrial experience in business strategy.
- She is not a relative of any of the Company's directors.
- She holds no other directorships in listed entities and held 470 shares in the company as of 31.03.2026.
- Appointed Mr. Sourabh Bapna, a Practicing Company Secretary, as the Scrutinizer for the E-Voting process for the AGM.
- Appointed National Securities Depository Limited (NSDL) for facilitating E-Voting.
Other Significant Information:
- The Board took on record other agenda items related to the operations of the business of the Company.