Key Resolutions and Financial Details

Resolution No. 1: Increase in Authorized Share Capital

  • Current authorized share capital: ₹6,25,00,000 divided into 62,50,000 equity shares of ₹10 each
  • Proposed increase to: ₹16,75,00,000 divided into 1,67,50,000 equity shares of ₹10 each
  • Requires alteration of Clause V of Memorandum of Association
  • Purpose: To facilitate future fund raising via equity issuance

Resolution No. 2: Preferential Issue of Convertible Warrants

  • Proposal to issue up to 1,16,14,250 convertible warrants
  • Issue price: ₹32.20 per warrant (₹10 face value + ₹22.20 premium)
  • Total issue size: ₹37,39,78,850
  • Each warrant convertible into one equity share of ₹10 each
  • Allocation to 140 non-promoter category investors
  • Relevant date for floor price determination: July 31, 2026
Objects of the Issue (₹36 Crores):
  • ₹24 crores: Investment in K Globs Digital Media Private Limited for 'Kubera Now' Digital TV Channel & Digital Media Platform
  • ₹3 crores: Investment in Myzek Logistics Private Limited for logistics operations expansion
  • ₹9 crores: General corporate purposes
  • Flexibility: +/-10% deviation allowed in utilization as per BSE circulars
Warrant Terms and Conditions:
  • 25% of warrant price payable on allotment, balance 75% before exercise
  • Warrants convertible in one or more tranches within 18 months
  • Failure to exercise within 18 months results in forfeiture of amount paid
  • Equity shares issued on conversion will rank pari-passu with existing shares
  • Lock-in period as per SEBI ICDR Regulations, 2018
Key Managerial Personnel Participation:
  • Monil Navinchandra Vora (CEO): 1,00,000 shares
Shareholding Pattern Impact:
  • Pre-issue: 51,03,000 shares (100% public holding)
  • Post-issue: 1,67,17,250 shares (assuming full conversion)
  • No change in management or control anticipated

Resolution No. 3: Borrowing Authorization

  • Authorization to borrow up to ₹1,00,00,00,000 (₹100 crores)
  • Pursuant to Section 180(1)(c) of Companies Act, 2013
  • Includes loans, advances, deposits, debentures, bonds or any financial instruments
  • May be secured or unsecured

Resolution No. 4: Investment and Loan Authorization

  • Authorization for investments, loans, guarantees and security provision up to ₹1,00,00,00,000 (₹100 crores)
  • Pursuant to Section 186 of Companies Act, 2013
  • May exceed normal limits of 60% of paid-up capital + free reserves + securities premium account or 100% of free reserves + securities premium account

Voting and Process Details

  • E-voting period: August 1, 2026 (9:00 AM IST) to August 30, 2026 (5:00 PM IST)
  • Cut-off date for eligibility: July 24, 2026
  • Scrutinizer: Mr. Rohit Bhatia, Practicing Company Secretary (Membership No. 67220, COP No. 25126)
  • Results declaration: On or before September 1, 2026
  • E-voting service provider: CDSL
  • Notice sent only through electronic mode to registered email addresses