Key Board Approvals

1. Increase in Authorised Share Capital

  • Approved alteration and increase of Authorized Share Capital from existing ₹111,00,00,000 (11.10 crore equity shares of ₹10 each) to ₹126,00,00,000 (12.60 crore equity shares of ₹10 each)
  • Clause V of the Memorandum of Association to be amended accordingly

2. Share Swap Acquisition of Three Companies

  • Approved acquisition of 47.27% equity shareholding (8,965 shares) of Gromo Trading Private Limited
  • Approved acquisition of 47.94% equity shareholding (52,022 shares) of Samyak Enterprise Private Limited
  • Approved acquisition of 49.34% equity shareholding (9,740 shares) of Shital Trade Link Private Limited
  • Total purchase consideration: ₹97,65,00,000 (Ninety Seven Crore Sixty Five Lakhs)
  • Price per equity share: ₹15.50 (including security premium of ₹5.50 per share)
  • Consideration method: Share swap (consideration other than cash)

Share Issuance for Acquisition

  • Issuance and allotment of up to 6,30,00,000 fully paid-up equity shares of face value ₹10 each at ₹15.50 per share:
  • 2,00,00,000 shares to Gromo Trading Private Limited
  • 2,05,00,000 shares to Samyak Enterprise Private Limited
  • 2,25,00,000 shares to Shital Trade Link Private Limited
  • Price determined in accordance with Chapter V of SEBI ICDR Regulations

3. Preferential Issue Approval

  • Approved offer, issue and allotment of up to 73,00,000 fully paid-up equity shares
  • Face value: ₹10 per share
  • Issue price: ₹15.50 per share (including premium of ₹5.50 per share)
  • Preferential issue basis in accordance with Chapter V of SEBI ICDR Regulations
  • Subject to approval of regulatory/statutory authorities and shareholders
  • Allottees: Non-promoters for consideration in cash (details in Annexure-II)

4. Monitoring Agency Appointment

  • Appointed M/s Brickwork Ratings India Private Limited as Monitoring Agency for the share issue

5. Extraordinary General Meeting

  • EOGM scheduled for Tuesday, July 07, 2026 at 2:30 PM (IST)
  • Venue: Registered office at 107, Sudershan Office Complex, Nr Mithakhali Under Bridge, Navrangpura, Ashram Road P.O, Ahmedabad, Gujarat, 380009
  • M/s SCS and Co LLP appointed as Scrutinizer for e-voting process

Annexure-I Details (Regulation 30 Disclosure)

Target Company Financials

Gromo Trading Private Limited

  • Authorised Share Capital: ₹10,00,000 divided into 1,00,000 shares of ₹10 each
  • Paid Up Share Capital: ₹1,00,000 divided into 10,000 shares of ₹10 each
  • Turnover (March 31, 2026): ₹35.63 Crores

Samyak Enterprise Private Limited

  • Authorised Share Capital: ₹10,00,000 divided into 1,00,000 shares of ₹10 each
  • Paid Up Share Capital: ₹5,65,000 divided into 56,500 shares of ₹10 each
  • Turnover (March 31, 2026): ₹154.98 Crores

Shital Trade Link Private Limited

  • Authorised Share Capital: ₹1,00,000 divided into 10,000 shares of ₹10 each
  • Paid Up Share Capital: ₹1,00,000 divided into 10,000 shares of ₹10 each
  • Turnover (March 31, 2026): ₹259.20 Crores

Transaction Details

  • Not a Related Party Transaction
  • Industry: Agriculture and Food Processing sector
  • Objects: Strategic move to enter agriculture sector, create operational synergies, enhance long-term growth potential
  • Governmental approvals: Not Applicable
  • Expected completion: By August 2026, subject to regulatory and shareholder approvals
  • Consideration: Entirely share swap (₹97,65,00,000)

Target Company Background

Gromo Trading Private Limited

  • Business: Processing, trading, importing and exporting agro-based and food products
  • Incorporation: July 07, 2024
  • Revenue: 2024-2025 - ₹6.89 lakhs
  • Country: India

Samyak Enterprise Private Limited

  • Business: Agriculture and allied agribusiness including cultivation, production, processing, and trade
  • Incorporation: February 22, 2007
  • Revenue: 2024-2025 - ₹0.00, 2023-2024 - ₹0.45 lakh, 2022-2023 - ₹0.20 lakh
  • Country: India

Shital Trade Link Private Limited

  • Business: Animal nutrition, cattle feed manufacturing, and agriculture industry
  • Incorporation: May 05, 2024
  • Revenue: 2024-2025 - ₹0.00, 2023-2024 - ₹0.00
  • Country: India

Annexure-II Details (Preferential Issue)

Issue Details

  • Type of securities: Equity Shares of ₹15.50 per share
  • Type of issuance: Preferential Allotment
  • Total number: 73,00,000 Equity Shares

Allottees

1. Jinanshi Consultancy Private Limited: 72,00,000 shares (from nil holding)

2. Reeya Kothari: 1,00,000 shares (from nil holding)

Terms

  • Issue Price: ₹15.50 per equity share (including premium of ₹5.50 per share)
  • Number of Investors: 2
  • Conversion terms: Not Applicable

Meeting Details

  • Meeting date: June 06, 2026
  • Start time: 6:00 PM
  • End time: 6:30 PM