Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Meeting Details

  • Date: Friday, July 24, 2026
  • Time: 12:00 noon (IST)
  • Mode: Video Conferencing (VC)/Other Audio Visual Means (OAVM)
  • Deemed Venue: Registered Office at 6th Floor, Dallas Center, 83/1, plot no A1, Knowledge City, Rai Durg, Hyderabad, Rangareddi, TG 500032
  • Conducted pursuant to: MCA General Circular No. 03/2025 dated September 22, 2025

Proposed Resolutions and Implications

Item No. 1: Preferential Issue of Equity Shares and Convertible Warrants

  • Equity Shares: 3,74,28,573 equity shares of face value ₹2/- each at issue price of ₹30/- per share (including premium of ₹28/- per share)
  • Convertible Warrants: 12,67,00,000 warrants convertible into equivalent equity shares at same price
  • Total Fundraise: ₹112,28,57,190 (equity shares) + ₹380,10,00,000 (warrants) = ₹492,38,57,190
  • Relevant Date for Pricing: June 24, 2026
  • Minimum Price as per SEBI ICDR: ₹29.91 (based on 10-day VWAP)
  • Allottees: 42 allottees including promoters, promoter group, and non-promoters
  • Lock-in Period: As per Regulation 167 of SEBI ICDR Regulations, 2018
  • Warrant Conversion: Within 18 months from allotment with 25% payment on allotment and 75% on conversion
  • Monitoring Agency: Brickwork Ratings appointed to monitor use of proceeds exceeding ₹100 crore

Utilization of Proceeds:

  • ₹150 crore for drone manufacturing facility through subsidiary MCRAY Xtend India
  • ₹150 crore for working capital requirements and debt repayment
  • ₹75 crore for R&D in drone and counter-UAV technologies
  • ₹100 crore for general corporate purposes
  • ₹17.39 crore for potential strategic acquisitions

Item No. 2: Increase in NRI/OCI Investment Limit

  • Increase aggregate investment limit for NRIs (Repatriable) and OCIs from 10% to 24% of paid-up equity capital
  • Subject to RBI approval and compliance with FEMA Rules, 2019

Item No. 3: Approval for Financial Assistance to Subsidiaries

  • Approval to provide loans/guarantees/security up to ₹150 crore each to:
  • MCRAY Xtend India Private Limited
  • Scandron Private Limited
  • Motivity Labs Private Limited
  • Funds to be used for principal business activities of these entities

Voting Process and Methods

  • E-voting Agency: Central Depository Services (India) Limited (CDSL)
  • Cut-off Date: July 17, 2026
  • Remote E-voting Period: July 21, 2026 (9:00 AM) to July 23, 2026 (5:00 PM)
  • Scrutinizer: Mr. Deep Shukla (Membership No. FCS 5652) of M/s. Deep Shukla & Associates
  • Voting Rights: Based on paid-up value of shares as on cut-off date
  • Result Declaration: Within 3 days of meeting conclusion on company website and to stock exchanges

Compliance Statements

  • Meeting conducted in compliance with Companies Act, 2013 and SEBI LODR Regulations, 2015
  • Explanatory statement pursuant to Section 102(1) of Companies Act, 2013 provided
  • Certificate from practicing company secretary confirming compliance with SEBI ICDR Regulations available for inspection
  • All regulatory requirements for preferential issue under Sections 42 and 62 of Companies Act, 2013 fulfilled