Nature of Disclosure: Regulatory filing under SEBI Listing Regulations (Reg. 30) detailing the outcome of a board meeting held at shorter notice.
Key Decisions Approved:
1. Revised Preferential Issue: The Board approved revised terms for a preferential issuance of securities to persons belonging to the promoter/promoter group.
- Equity Shares: Approval for issuance of up to 1,12,500 (One Lakh Twelve Thousand Five Hundred) equity shares of face value ₹10 each at an issue price of ₹178 per share. The total aggregate issue size is ₹2,00,25,000 (Rupees Two Crores Twenty Five Thousand Only). The allottee is Mr. Sunil L Mundra.
- Convertible Warrants: Approval for issuance of 4,50,000 (Four Lakh Fifty Thousand) warrants, each convertible into one fully paid-up equity share of face value ₹10. The issue price per warrant is ₹178. A minimum amount of ₹44.50 (25% of the warrant issue price) is payable at the time of subscription and allotment of each warrant. The total aggregate issue size upon full conversion is ₹8,01,00,000 (Rupees Eight Crores One Lakh Only). The allottee is Mr. Sunil L Mundra.
Pricing Rationale: The revised price and quantity were determined in accordance with a Valuation Report dated August 31, 2026, issued by a Registered Valuer. This revision was undertaken pursuant to queries raised by BSE & NSE and in compliance with Chapter V of the SEBI (ICDR) Regulations, 2018.
Shareholding Impact: The post-allotment shareholding pattern for Mr. Sunil L Mundra (Promoter/Promoter Group) is projected as follows, based on the shareholding as of August 10, 2026, and assuming full conversion of all warrants:
- Pre-Preferential Allotment: 6,02,290 shares (5.79% holding).
- Post-Preferential Allotment (Equity + Full Warrant Conversion): 11,64,790 shares (10.61% holding).
Warrant Conversion Terms: Each warrant is convertible into one equity share. The conversion rights can be exercised at any time within a period of 18 (Eighteen) months from the date of allotment of the warrants. The balance 75% of the warrant exercise price (₹133.50 per warrant) is payable at the time of conversion. If a warrant holder fails to exercise the conversion option within 18 months, the warrant will lapse and the 25% amount paid upfront (₹44.50 per warrant) will be forfeited by the company.
Other Approval: The Board also approved the dispatch of a Corrigendum Notice for an Extraordinary General Meeting (EGM) of members scheduled to be held on Wednesday, September 9, 2026. The notice was to be dispatched on the same day, September 2, 2026.
Reason for Shorter Notice: The Board meeting was convened at shorter notice because the Valuation Report was received late on August 31, 2026. This created an urgent necessity to dispatch the EGM Corrigendum Notice by September 2, 2026, to meet statutory timelines, making prior 2-working-days intimation under Regulation 29 non-feasible. Necessary consents for shorter notice were obtained from directors.
Meeting Logistics: The Board meeting commenced at 9:00 AM and concluded at 11:00 AM on September 2, 2026.
Regulatory Compliance: The disclosure is made in compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, specifically Regulation 30, and refers to SEBI Master Circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.