Corrected Board Resolution Details

The Board has approved the issue of warrants convertible into equity shares of the Company on a preferential basis to Promoter and Promoter Group Entities and Certain Identified Non-Promoter Group Person/Entities.

Issue Specifics

  • Instrument: Convertible Equity Warrants
  • Total Quantity: Up to 35,87,44,394 (Thirty Five Crore Eighty Seven Lakh Forty Four Thousand Three Hundred Ninety Four) warrants
  • Face Value: ₹1/- each
  • Issue Price: ₹2.23 per warrant (including premium of ₹1.23 per share)
  • Total Issue Size: ₹80,00,00,000 (Rupees Eighty Crores only)
  • Allottees: Promoter and promoter group entities and certain identified non-promoter group persons/entities
  • Price Determination: As per ICDR Regulations, with potential for higher price if required

Regulatory Framework

The issuance will be in accordance with:

  • Sections 23, 42 and 62(1) of the Companies Act, 2013
  • Companies (Prospectus and Allotment of Securities) Rules 2014
  • Companies (Share Capital and Debentures) Rules 2014
  • Chapter V of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018
  • SEBI (LODR) Regulations
  • Subject to shareholder approval at ensuing Extraordinary General Meeting
  • Subject to other regulatory approvals as applicable

Allottee Details (Annexure-I)

The warrants will be allocated to 17 allottees as follows:

Promoter Allottees (4 entities):

  • Amzen Financial Services Private Limited: 9,86,54,709 warrants (16.20% post-issue)
  • Adritah Autoparts Private Limited: 2,46,63,677 warrants (4.05% post-issue)
  • Excel Hosiery Private Limited: 2,46,63,677 warrants (4.05% post-issue)
  • MGR Investment Private Limited: 2,24,21,525 warrants (3.68% post-issue)

Non-Promoter Allottees (13 entities/individuals):

  • Birbal Advisory Private Limited: 7,26,23,318 warrants (11.93% post-issue)
  • Mahakram Developers Private Limited: 4,48,43,048 warrants (7.36% post-issue)
  • Chetan Singla: 1,75,00,000 warrants (2.87% post-issue)
  • Golden Axis Infrastructure Private Limited: 1,79,37,220 warrants (2.95% post-issue)
  • Sindeolia Mudratech Private Limited: 1,79,37,220 warrants (2.95% post-issue)
  • Quintelux Essentials Private Limited: 1,00,00,000 warrants (1.64% post-issue)
  • Suvi Rubber Private Limited: 25,00,000 warrants (0.41% post-issue)
  • Nisha Gaushal: 10,00,000 warrants (0.16% post-issue)
  • Vivek Kumar Bhat: 10,00,000 warrants (0.16% post-issue)
  • Shivang Garg: 10,00,000 warrants (0.16% post-issue)
  • Nital Nishith Shah: 10,00,000 warrants (0.16% post-issue)
  • Dhiraj Mehta: 5,00,000 warrants (0.08% post-issue)
  • Kamal Khera: 5,00,000 warrants (0.08% post-issue)

Regulatory Disclosures (Annexure-II)

Security Details:

  • Type: Warrants, each convertible into one fully paid-up equity share of face value ₹1 each
  • Issuance Type: Preferential issue in accordance with SEBI (ICDR) Regulations 2018

Investment Details:

  • Total Investors: 17 (Seventeen) investors
  • Conversion Terms: Each warrant convertible into 1 equity share within 18 months from date of allotment
  • Cancellation/Termination: Not applicable

Shareholding Impact:

Note: Post-preferential issue shareholding and percentage computed on fully diluted basis after considering proposed allotment of Equity Shares and assuming full conversion of Warrants into Equity Shares. Actual post-issue paid-up equity share capital and shareholding pattern may vary depending upon actual conversion.

  • Preferential Issue Impact: All allottees currently hold 0.00% stake in the company
  • Post-issue Holding: Promoter group would hold approximately 28.98%, Non-promoters would hold approximately 71.02% on fully diluted basis

Compliance References

  • Prepared in accordance with Regulation 30 read with Part A of Schedule III of SEBI LODR Regulations
  • Follows SEBI Master Circular No. HO/49/14/14(7)2025- CFDPOD2/I/3762/2026 dated January 30, 2026

Signature

Aditi Jain (Company Secretary and Compliance Officer)

Digitally signed: Date: 2026.08.06 21:22:32 +05'30'