Key Proposals and Details

1. Issuance of Equity Shares on a Preferential Basis

  • Resolution Type: Special Resolution.
  • Security: 1,25,000 (One Lakh Twenty Five Thousand) equity shares of face value ₹10 each.
  • Issue Price: ₹160 per share (including a premium of ₹150 per share).
  • Total Issue Size: ₹2,00,00,000 (Rupees Two Crores).
  • Allottee: Mr. Sunil Laxminarayan Mundra (Promoter - Individual).
  • Relevant Date for Pricing: Monday, August 10, 2026 (30 days prior to the EGM date).
  • Allotment Timeline: The equity shares must be allotted in dematerialized form within 15 days from the date of passing the special resolution. If regulatory approvals are pending, allotment must be completed within 15 days of receiving the last such approval.
  • Share Status: The new shares will be fully paid-up and rank pari-passu with existing equity shares from the date of allotment.
  • Lock-in: The allotted shares, along with the allottee's pre-preferential shareholding, will be subject to a lock-in as per Chapter V of the SEBI (ICDR) Regulations.

2. Issuance of Warrants Convertible into Equity Shares on a Preferential Basis

  • Resolution Type: Special Resolution.
  • Security: 5,00,000 (Five Lakh) warrants.
  • Warrant Terms: Each warrant is convertible into or exchangeable for 1 (one) fully paid-up equity share of face value ₹10 each.
  • Warrant Issue Price: ₹160 per warrant (including the warrant subscription price and the warrant exercise price).
  • Total Issue Size: ₹8,00,00,000 (Rupees Eight Crores).
  • Payment Terms: 25% of the issue price (₹40) is payable upfront at the time of warrant allotment. The balance 75% (₹120) is payable at the time of conversion.
  • Allottee: Mr. Sunil Laxminarayan Mundra (Promoter - Individual).
  • Conversion Period: The right to convert warrants into equity shares may be exercised in one or more tranches at any time on or before the expiry of 18 (eighteen) months from the date of allotment of the warrants.
  • Forfeiture: If the conversion right is not exercised within 18 months, the entitlement will expire, and the amount paid on such warrants will be forfeited by the Company.
  • Relevant Date for Pricing: Monday, August 10, 2026.
  • Voting Rights: Warrants do not carry any voting rights until converted into equity shares.
  • Allotment Timeline: The warrants must be allotted within 15 days of shareholder approval (or after receiving the last regulatory approval). The resultant equity shares must be allotted within 15 days of the warrant holder exercising the conversion right.
  • Lock-in: The warrants, the resultant equity shares, and the allottee's pre-preferential shareholding will be subject to a lock-in as per SEBI (ICDR) Regulations.

Objects of the Issue

The proceeds from both issues (totaling ₹10 Crores) are intended to be utilized for:

  • Working Capital Requirements: To meet expenses towards employee salaries, operational costs, procurement of raw materials, vendor payments, marketing, logistics, rent, insurance, statutory costs, and advances/deposits.
  • Capital Expansion: Including the acquisition/establishment of a new unit.

The entire amount is scheduled for deployment in FY 2026-27, commencing from the date of allotment.

Shareholding Pattern Impact

  • Pre-Issue Share Capital: 1,04,11,154 equity shares (as of June 30, 2026).
  • Post-Issue Share Capital (Fully Diluted): 1,10,36,154 equity shares (assuming full conversion of warrants).
  • Promoter & Promoter Group Holding: Would increase from 50.92% (53,01,248 shares) to 53.70% (59,26,248 shares) on a fully diluted basis.
  • Allottee's Holding (Mr. Sunil L. Mundra): His holding would increase from 5.79% (602,290 shares) to 11.12% (1,227,290 shares) on a fully diluted basis.

The calculations assume the allottee subscribes to all securities and all warrants are converted. The actual post-issue shareholding may change if these conditions are not met.

EGM and Voting Details

  • EGM Date: Wednesday, September 09, 2026.
  • EGM Time: 12:00 PM (IST).
  • Mode: To be held through Video Conference (VC) or Other Audio Visual Means (OAVM) without a physical venue, pursuant to MCA and SEBI circulars.
  • Record Date: September 2, 2026 (for determining members eligible to vote).
  • Remote e-Voting Period: Begins on September 4, 2026, at 09:00 AM and ends on September 8, 2026, at 05:00 PM. The service is provided by NSDL.
  • Voting on EGM Day: Members present at the EGM via VC/OAVM who have not voted remotely can vote electronically during the meeting.

Other Key Disclosures

  • Pricing Certificate: Obtained from M/s. P. Chandrasekar, LLP, Chartered Accountants, dated August 12, 2026. The certificate is hosted on the company's website.
  • Eligibility: The company has represented that it is eligible for a preferential issue under SEBI (ICDR) Regulations, has no outstanding dues to regulators, and is in compliance with listing conditions.
  • Allottee Declaration: The proposed allottee has declared not selling any equity shares of the company in the 90 trading days preceding the relevant date (August 10, 2026).
  • No Change in Control: The issuance will not result in any change in the management or control of the company.
  • No Recent Allotments: The company has not allotted any equity shares during FY 2025-26 and FY 2026-27 (till the date of this notice).
  • Interests: None of the Directors/Key Managerial Personnel (except the allottee, Mr. Mundra) are interested in the resolutions.