Key Decisions Approved

The Board of Directors meeting, which commenced at 04:30 PM and concluded at 05:30 PM on October 06, 2026, approved the following:

1. Preferential Issue of Equity Shares

  • Approval for issuance of up to 54,50,000 (Fifty-Four Lakhs and Fifty Thousand) Equity Shares of face value ₹10 each
  • Issue price: ₹10.50 per share (including premium of ₹0.50 per share)
  • Total fundraising: Up to ₹5,72,25,000 (Five Crore Seventy-Two Lakhs and Twenty-Five Thousand)
  • Allottees: 17 non-promoter category investors as per Annexure-IA
  • Subject to shareholder approval
  • Compliance with SEBI ICDR Regulations, 2018 and Companies Act, 2013

2. Preferential Issue of Warrants

  • Approval for issuance of up to 35,00,000 (Thirty-Five Lakh) Fully Convertible Warrants
  • Each warrant carries right to subscribe to 1 Equity Share of face value ₹10 each
  • Issue price: ₹10.50 per warrant (including premium of ₹0.50 per warrant)
  • Total fundraising: Up to ₹3,67,50,000 (Three Crore Sixty-Seven Lakh and Fifty Thousand)
  • Allottees: Mix of promoter, promoter group and non-promoter category investors as per Annexure-IIA
  • Subject to shareholder approval
  • Compliance with SEBI ICDR Regulations, 2018 and Companies Act, 2013

3. Extraordinary General Meeting

  • Decision to call Extraordinary General Meeting on Thursday, November 05, 2026
  • Draft notice of EGM approved

Detailed Terms of Equity Share Issue

  • Number of investors: 17
  • Issue price: ₹10.50 per share
  • Consideration: Cash
  • Allottees have not sold/transferred any shares in last 90 trading days
  • Post-issue shareholding impact detailed in Annexure-IA table

Detailed Terms of Warrant Issue

  • Number of investors: 5
  • Issue price: ₹10.50 per warrant
  • Tenor: 18 months from date of allotment
  • Conversion: Each warrant convertible into 1 Equity Share
  • Payment terms: 25% payable at allotment, balance 75% payable on exercise
  • Non-exercise consequence: Unexercised warrants lapse after 18 months, amount paid forfeited
  • Consideration: Cash
  • Allottees have not sold/transferred any shares in last 90 trading days
  • Post-issue shareholding impact detailed in Annexure-IIA table

Capital Structure Impact

Current Shareholding Pattern:

  • Promoter and Promoter group: 58,75,050 shares (44.46%)
  • Public: 73,40,000 shares (55.54%)
  • Total: 1,32,15,050 shares (100%)

Post-Issue Shareholding Pattern (including conversion of 28,00,000 existing warrants and new issuance):

  • Promoter and Promoter group: 68,75,050 shares (27.54%)
  • Public: 1,80,90,000 shares (72.46%)
  • Total: 2,49,65,050 shares (100%)

Financial Impact

  • Total potential fundraising: ₹9,39,75,000 (₹5,72,25,000 from equity shares + ₹3,67,50,000 from warrants)
  • Cash inflow timing: Immediate for equity shares; 25% immediate and 75% upon conversion for warrants

Governance

Approved by Managing Director Abhinav Upadhyay (DIN: 01858391) on October 06, 2026 at Udaipur.