1. Preferential Issue of Convertible Warrants

The Board approved the issue of up to 35,87,44,394 (Thirty Five Crore Eighty Seven Lakh Forty Four Thousand Three Hundred Ninety Four) convertible equity warrants of face value ₹1 each.

Key Details:

  • Issue Price: ₹2.23 per warrant (including premium of ₹1.23 per share)
  • Total Issue Size: Up to ₹80,00,00,000 (Rupees Eighty Crores)
  • Allottees: Promoter and promoter group entities and certain identified non-promoter group persons/entities (15 allottees as per Annexure-I)
  • Conversion Terms: Each warrant convertible into one equity share within 18 months from allotment date
  • Legal Basis: Sections 23, 42 and 62(1) of Companies Act 2013, SEBI ICDR Regulations 2018, and other applicable rules
  • Approval Required: Shareholder approval at EGM and other regulatory approvals

Allottee Details (Annexure-I):

  • Non-Promoter entities including Nisha Gaushal (10,00,000 warrants), Vivek Kumar Bhat (10,00,000 warrants), Shivang Garg (10,00,000 warrants), Quintelux Essentials Private Limited (1,00,00,000 warrants)
  • Chetan Singla (1,75,00,000 warrants)
  • Nital Nishith Shah (10,00,000 warrants)
  • Dhiraj Mehta (5,00,000 warrants)
  • Kamal Khera (5,00,000 warrants)
  • Suvi Rubber Private Limited (25,00,000 warrants)
  • Golden Axis Infrastructure Private Limited (1,79,37,220 warrants)
  • Sindeolia Mudratech Private Limited (1,79,37,220 warrants)
  • Birbal Advisory Private Limited (7,26,23,318 warrants)
  • Mahakram Developers Private Limited (4,48,43,048 warrants)
  • Total: 35,87,44,394 warrants

2. Board Appointments

  • Mr. Sunil Kumar Sharma (DIN: 05305281) appointed as Additional Director (Executive) and Managing Director effective August 05, 2026 for 5 years (until August 04, 2031), subject to shareholder approval
  • Mr. Vipul Gupta (DIN: 09064133) appointed as Additional Non-Executive Independent Director effective August 05, 2026 for 5 years, subject to shareholder approval within three months

3. Extraordinary General Meeting

  • Date: Monday, August 31, 2026
  • Time: 10:30 AM
  • Venue: Registered Office at Plot No. 73-74, Phase-III, Industrial Area, Dharuhera, District Rewari, Haryana-123016
  • Purpose: To seek shareholder approval for preferential warrant issue and director appointments

4. Voting Arrangements

  • Cut-off date for eligibility: Monday, August 24, 2026
  • Remote e-voting period: August 28, 2026 (09:00 AM IST) to August 30, 2026 (05:00 PM IST) through CDSL
  • Scrutinizer: AASK & Associates LLP (LLPIN AAD-2934) appointed to scrutinize e-voting process

5. Committee Reconstitution

The Board approved reconstitution of:

  • Audit Committee
  • Nomination and Remuneration Committee
  • Stakeholders Relationship Committee
  • Corporate Social Responsibility Committee

6. Other Business Matters

The Board also transacted other business matters as agenda items.

Financial Impact

The preferential warrant issue represents a potential equity infusion of ₹80 crore. The exact financial impact will be determined upon conversion of warrants into equity shares.

Next Steps

Shareholder approval to be sought at EGM scheduled for August 31, 2026. Notice of EGM will be sent to stock exchanges and shareholders separately.