This is a regulatory disclosure filed with BSE Limited pursuant to Regulation 30 of the SEBI LODR Regulations, 2015. It details the outcomes of a resumed Board of Directors meeting held on September 22, 2026, which commenced at 05:30 P.M. and concluded at 07:00 P.M.

1. Allotment of Non-Convertible Debentures (NCDs)

The Board of Directors approved the allotment of 4,610 Unlisted, Unrated, Secured, Redeemable, Non-Convertible Debentures (NCDs) under Series A. Each NCD has a face value of ₹10,000, aggregating to a total issue size of ₹4,61,00,000 (Four Crores Sixty-One Lakh). The allotment was made on a private placement basis.

Key Terms of the NCDs:

  • Type: Unlisted, Unrated, Secured, Redeemable, Non-Convertible Debentures - Series A
  • Total Number: 4,610
  • Issue Size: ₹4,61,00,000
  • Issuance Type: Private Placement
  • Listing: Not proposed to be listed
  • Tenure: 18 months from the date of allotment (September 22, 2026 to March 22, 2028)
  • Coupon/Interest: 20% per annum, payable monthly
  • Principal Repayment: Upon maturity
  • Security: Secured by a charge of 125% of the debenture amount over the company's receivables, maintaining this cover until maturity. Certain receivables already charged to existing holders are excluded.
  • Debenture Trustee: CTL Trusteeship Limited
  • Redemption: To be made out of profits

The Board also approved, in the same meeting, a subsequent issuance of up to 5,000 NCDs under Series D1, aggregating to ₹5,00,00,000 (Five Crores), as per shareholder approval received via a Postal Ballot dated July 09, 2026, for a total NCD program of up to ₹100,00,00,000 (One Hundred Crore).

2. Corrigendum – Name of Debenture Trustee

A prior disclosure filed on the same day incorrectly identified the Debenture Trustee as "Catalyst Trusteeship Limited". This disclosure serves as a corrigendum to state that the correct name of the Debenture Trustee is CTL Trusteeship Limited. All other contents of the prior disclosure remain unchanged.

3. Relinquishment and Redesignation of Managing Director

The Board approved the relinquishment of Mr. Rajesh Singh Kaira (DIN: 10028571) from his positions as Managing Director and Key Managerial Personnel of the Company, effective from the closure of business hours on September 22, 2026.

Pursuant to the recommendation of the Nomination and Remuneration Committee, the Board approved the redesignation of Mr. Rajesh Singh Kaira as a Non-Executive, Non-Independent Director under the Professional Category of the Company, effective from September 23, 2026.

Mr. Kaira is a member of the Institute of Company Secretaries of India (ICSI) with over five years of experience in corporate governance and compliance management. He was originally appointed as Managing Director on October 27, 2025. The disclosure states there are no relationships between directors to disclose and that Mr. Kaira holds no directorships in other listed companies.

4. Allotment of Equity Shares upon Conversion of Warrants

The Board approved the allotment of 97,00,000 (Ninety-Seven Lakh) fully paid-up Equity Shares of face value ₹1 each, upon the conversion of an equivalent number of warrants.

These warrants were originally issued on a preferential basis at an issue price of ₹4.80 per warrant. An amount of ₹1.20 per warrant was received at the time of subscription. The warrant holders have now exercised their conversion right and paid the balance amount of ₹3.60 per warrant.

Financials of the Transaction:

  • Total Number of Equity Shares Allotted: 97,00,000
  • Face Value per Share: ₹1
  • Total Premium Received: ₹3.80 per share (₹3.68 Crore total premium)
  • Total Consideration Received: ₹4,65,60,000 (₹1.20 + ₹3.60 per warrant)
  • Amount received earlier (at warrant allotment): ₹1,16,40,000 (97,00,000 warrants * ₹1.20)
  • Amount received upon conversion: ₹3,49,20,000 (97,00,000 warrants * ₹3.60)

Details of Allottees:

| Allottee Name | Warrants Allotted | Warrants Converted | Warrants Pending |

| Luv Gupta | 25,00,000 | 25,00,000 | NIL |

| Kush Gupta | 25,00,000 | 25,00,000 | NIL |

| Vikash Gupta | 30,00,000 | 30,00,000 | NIL |

| SKG Assets Management Private Limited | 2,00,00,000 | 7,00,000 | 1,93,00,000 |

| SKG Assets and Holdings Private Limited | 1,00,00,000 | 10,00,000 | 90,00,000 |

| Total | 3,80,00,000 | 97,00,000 | 2,83,00,000 |

The newly allotted Equity Shares will rank pari-passu with the existing equity shares and are subject to applicable lock-in requirements under the SEBI ICDR Regulations. The allotment was made pursuant to prior Board and Shareholder approvals and in-principle approvals from BSE Limited and the National Stock Exchange of India Limited. A listing application for these shares will be made within statutory timelines.

Impact on Paid-up Share Capital:

  • Existing Paid-up Equity Share Capital: 8,11,62,000 shares (₹8,11,62,000)
  • Post-Allotment Paid-up Equity Share Capital: 9,08,62,000 shares (₹9,08,62,000)
  • Increase in Share Capital: 97,00,000 shares (₹97,00,000)