Key Quantitative Figures

  • Preferential Issue Size: ₹27.5 crore (Rupees Twenty Seven Crores Fifty Lakhs Only)
  • Number of Warrants: 17,18,750 (Seventeen Lakhs Eighteen Thousand Seven Hundred and Fifty) Convertible Equity Warrants
  • Issue Price per Warrant: ₹160 (including premium of ₹150)
  • Face Value per Share: ₹10
  • Warrant Subscription Payment: 25% of issue price payable upfront
  • Warrant Exercise Payment: 75% of issue price payable on conversion
  • Conversion Period: 18 months from date of allotment
  • Board Meeting Date: 31st July 2026
  • Relevant Date for Pricing: 23rd July 2026 (30 days prior to AGM)

Dates of Action

  • AGM Date: Tuesday, 25th August 2026 at 12:30 PM IST
  • Remote e-Voting Period: 22nd August 2026 (9:00 AM) to 24th August 2026 (5:00 PM)
  • Cut-off Date for Voting: 18th August 2026
  • Warrant Allotment Timeline: Within 15 days from shareholder approval

Parties Involved

Proposed Allottees of Warrants:

1. M/s YMS Finance Private Limited - 9,37,500 warrants

2. M/s Loka Properties Pvt Ltd - 2,50,000 warrants

3. M/s Ankur Constructions Pvt Ltd - 2,18,750 warrants

4. Mrs. Sheetal Dugar - 3,12,500 warrants

Regulatory Authorities: BSE Limited, CSE Limited, SEBI, Ministry of Corporate Affairs

Company Officials: Tanya Bansal (Company Secretary & Compliance Officer), Tapan Kumar Chakraborty (Director seeking re-appointment)

Scrutinizer: Mrs. Prachi Bhartia (Practicing Company Secretary)

Valuer: Mr. Naveen Khandelwal (Independent Registered Valuer, IBBI Regd. No. IBBI/RV/11/2019/12355)

Purpose and Rationale

The preferential issue aims to raise funds for:

1. Long-term capital requirements for business expansion and increased manufacturing capacity (₹20.63 crore)

2. General corporate purposes including ongoing exigencies and contingencies (₹6.87 crore)

The funds are expected to be utilized within 12 months from receipt, with interim investment in creditworthy instruments pending deployment.

Financial and Operational Impact

  • Capital Raising: ₹27.5 crore through warrant issue
  • Dilution Impact: Issuance of 17,18,750 equity shares upon full conversion
  • Shareholding Pattern Change:
  • Pre-issue promoter holding: 54.34% (78,90,320 shares)
  • Post-issue promoter holding: 59.18% (96,09,070 shares)
  • Public holding reduces from 45.66% to 40.82%
  • Lock-in Requirements: Warrants and resultant equity shares subject to lock-in as per SEBI ICDR Regulations
  • Listing: Equity shares from conversion to be listed on BSE and CSE

Capital Structure Impact

  • Current Paid-up Capital: 1,45,19,000 equity shares of ₹10 each
  • Post-conversion Capital: 1,62,37,750 equity shares of ₹10 each (fully diluted)
  • Ranking: New shares to rank pari-passu with existing shares in all respects

Voting Arrangements

  • AGM to be conducted through Video Conferencing/Other Audio Visual Means
  • Remote e-Voting facility provided through NSDL
  • Physical attendance dispensed with
  • Scrutinizer appointed to oversee voting process

Forward-looking Statements

Fund utilization estimates based on internal management estimates with permissible variance of +/-10% as per BSE notice dated December 13, 2022.