Board Meeting Details

  • Meeting held on Wednesday, June 10, 2026 from 6:00 PM to 6:50 PM

Key Decisions Approved

1. Preferential Warrant Issue - Fresh Shareholder Approval

The Board approved seeking fresh shareholder approval through a Special Resolution under Regulation 170(2) of SEBI ICDR Regulations, 2018 for:

  • Preferential issue of 46,43,000 (46.43 lakh) Convertible Equity Warrants
  • Original shareholder approval was obtained at EGM held on November 01, 2025
  • BSE in-principle approval received on January 09, 2026
  • Allotment could not be completed within prescribed timeline under Regulation 170(1) of SEBI ICDR Regulations

2. Warrant Pricing Details

  • Revised issue price: ₹35.56 per warrant (Thirty Five Rupees Fifty-Six Paisa Only)
  • Total issue size: ₹16,51,05,080 (Sixteen Crore Fifty-One Lakhs Five Thousand Eighty Only)
  • Price determined based on Relevant Date of June 05, 2026 (trading day immediately preceding June 06, 2026)
  • Price computed as per Chapter V of SEBI ICDR Regulations
  • Minimum price floor: Higher of ₹34/- (original approved price) or recomputed price under SEBI ICDR Regulations

3. Financial Arrangements

  • 25% of original warrant issue price already received from proposed allottees at time of original allotment
  • Already received amount will be appropriated towards subscription consideration
  • Balance consideration plus any differential amount payable at time of warrant exercise

4. Warrant Terms and Conditions

  • Type: Convertible equity warrants
  • Conversion: 1 Equity Share per warrant
  • Tenure: 18 months from date of allotment
  • Exercise period: Commencing from allotment date until expiry of 18 months
  • Exercise can be done in one or more tranches
  • Unexercised warrants after 18 months will lapse with forfeiture of amount paid

5. Allottee Details (Promoter Category)

The warrants will be allotted to the following promoter entities:

| Sr. No. | Name of Shareholder | Pre-issue Holding | No. of Shares | Percentage (%) | Warrant Allocation | Post-issue Holding | No. of Shares | Percentage (post-diluted) (%) |

| 1 | Anar Jayeshbhai Patel | 43,60,000 | 1.00 | 5,00,000 | 48,60,000 | 1.10 |

| 2 | Dakshesh Rameshchandra Shah | 43,60,000 | 1.00 | 5,00,000 | 48,60,000 | 1.10 |

| 3 | Anar Project Private Limited | 8,22,40,000 | 18.78 | 12,35,000 | 8,34,75,000 | 18.86 |

| 4 | Parshva Texchem India Private Ltd. | 7,51,75,600 | 17.17 | 12,35,000 | 7,64,10,600 | 17.27 |

| 5 | Navkar Surgical Gujarat Limited | 5,16,00,000 | 11.78 | 11,73,000 | 5,27,73,000 | 11.93 |

| Total | | 21,77,35,600 | 49.73 | 46,43,000 | 22,23,78,600 | 50.25 |

6. Extraordinary General Meeting Arrangements

  • EGM to be held on Monday, July 06, 2026
  • Mode: Video Conferencing/Other Audio-Visual Means
  • Scrutinizer: Ms. Rupal Patel, Practicing Company Secretary

7. Regulatory Compliance

  • Disclosure made under Regulation 30 of SEBI Listing Regulations
  • Annexure-A contains detailed disclosure as required under Regulation 30(6) read with Schedule III, Part A, Para A of SEBI Listing Regulations and SEBI Circular CIR/CFD/CMD/4/2015 dated September 9, 2015

Capital Structure Impact

  • Current promoter holding: 49.73% (21,77,35,600 shares)
  • Post-conversion promoter holding: 50.25% (22,23,78,600 shares)
  • Dilution: 46,43,000 equity shares upon full conversion
  • Percentage increase in promoter holding: 0.52%