Key Board Approvals
1. Preferential Issue for Cash Consideration
- Approved issuance of up to 24,39,750 fully paid-up Equity Shares of face value ₹10 each
- Issue price: ₹293 per share (including premium of ₹283 per share)
- Determined under Regulation 166A read with Regulation 165 of SEBI (ICDR) Regulations, 2018
- To be allotted to proposed allottees mentioned in Annexure I
- Subject to receipt of necessary approvals
2. Preferential Issue via Share Swap Agreement
- Approved issuance of up to 22,18,431 fully paid-up Equity Shares of face value ₹10 each
- Issue price: ₹293 per share (including premium of ₹283 per share)
- To M/s. Truplusco India LLP for consideration other than cash
- Pursuant to Share Swap Agreement for acquisition of controlling stake in GScale Energy Private Limited
- Aggregate value: approximately ₹65.00 Crores (subject to adjustment)
- Subject to receipt of necessary approvals
3. Borrowing Limits Increase
- Approved increasing limits for creation of charge on company assets under section 180(1)(a) and 180(1)(c) of Companies Act, 2013
- Subject to approval of Members by Special Resolution
- Enabling approval to secure larger fund-based and non-fund-based credit lines as project scale increases
4. Inter-corporate Investment Limits
- Approved increasing limits for inter-corporate loans, guarantees, securities, investments and acquisitions under section 186 of Companies Act, 2013
- Subject to approval of Members by Special Resolution
- Intended to support subsidiaries and future subsidiaries including GScale Energy Private Limited
- Provides latitude for future strategic opportunities
5. Extra Ordinary General Meeting
- EGM scheduled for Monday, August 10, 2026 at 11 AM IST
- Approved draft notice of EGM
6. Record Date and Book Closure
- Register of members and share transfer books will remain closed from August 7, 2026 to August 9, 2026 (both days inclusive)
- Record date: August 3, 2026 for taking record of members for EGM for FY 2026-27
Annexure I Details (Cash Preferential Issue)
- Type of securities: Equity Shares of face value ₹10 each
- Total number: 22,18,431 shares (contradicts main text which mentions 24,39,750 shares)
- Investors: AGI Group Holdings Inc. (Japan) and Monoflus Pte. Ltd (Singapore)
- Post-allotment holdings: AGI Group - 22,77,100 shares (1.12%), Monoflus Pte. Ltd - 73,32,650 shares (3.67%)
- No triggering of Open Offer under SEBI (SAST) Regulations, 2011
Annexure II Details (Share Swap Issue)
- Type: Preferential Issue for consideration other than cash pursuant to Share Swap Arrangement
- Total number: 22,18,431 Equity Shares at ₹293 per share
- Investor: Truplusco India LLP (existing shareholder of GScale Energy Private Limited)
- Post-allotment holding: Truplusco India LLP - 22,18,431 shares (1.09%)
- No triggering of Open Offer
Annexure III Details (Share Swap Agreement)
- Parties: Standard Engineering Technology Limited, GScale Energy Private Limited, GScale Infinity Private Limited, Truplusco India LLP
- Purpose: Acquisition of controlling stake in GScale Energy Private Limited through share swap
- Shareholding post-execution: 17.45% in the entity
- No special rights mentioned (right to appoint directors, first right to subscription, etc.)
- Parties not related to promoter/promoter group/group companies
- Not a related party transaction
- Issue details: 22,18,431 equity shares at ₹293 per share (including ₹283 premium)
- No nominee directors or potential conflict of interest mentioned
Meeting Details
- Board Meeting commenced at 10:15 AM and concluded at 1:10 PM on July 11, 2026
Financial Impact
- Total fundraising through preferential issues: Approximately ₹130 Crores (combined value of both issues)
- Capital structure impact: Potential dilution through issuance of approximately 46.58 lakh new equity shares
- Cash flow implications: ₹65 Crores cash inflow from first issue; second issue is non-cash consideration