EGM Details

  • Date: Thursday, July 30, 2026
  • Time: 12.30 p.m. IST
  • Mode: Video Conferencing (VC)/Other Audio Visual Means (OAVM) without physical presence
  • Conducted in compliance with MCA General Circulars and Companies Act, 2013 provisions

Remote E-Voting Details

  • Voting period: Monday, July 27, 2026 (9.00 a.m. IST) to Wednesday, July 29, 2026 (5:00 p.m. IST)
  • Cut-off date: Thursday, July 23, 2026
  • Agency: Central Depository Services (India) Limited (CDSL)

Agenda Item 1: Preferential Issue of Equity Shares (Special Resolution)

Purpose: To raise funds through issuance of equity shares on preferential basis

Issue Details:

  • Total shares: 424,647 equity shares of face value ₹5 each
  • Issue price: ₹2,341 per share (including premium of ₹2,336 per share)
  • Total amount: ₹99,40,98,627 (Ninety-Nine Crore Forty Lakh Ninety-Eight Thousand Six Hundred Twenty-Seven Only)

Allottees and Allocation:

| Allottee | Category | Shares | Amount |

| Anupam Rasayan India Limited | Promoter | 260,065 | ₹60,88,62,165 |

| Alrox Enterprises Private Limited | Non-Promoter | 100,000 | ₹23,41,00,000 |

| Vivek Jain | Non-Promoter | 53,395 | ₹12,49,99,195 |

| Tatvam Trade | Non-Promoter | 11,187 | ₹2,61,87,267 |

Pricing Basis:

  • Relevant Date: June 30, 2026 (30 days prior to EGM date)
  • Price determined as per Chapter V of SEBI ICDR Regulations
  • Higher of 90-day or 10-day volume weighted average price preceding Relevant Date

Utilization of Proceeds:

| Purpose | Amount (₹) | Timeline |

| Refrigerant gas plant (HFC-32) | 75,55,14,957 | Within FY 2026-27 |

| General corporate purposes | 23,85,83,670 | Within FY 2026-27 |

| Total | 99,40,98,627 | |

Key Conditions:

  • Allotment to be completed within 15 days of shareholder approval or regulatory approvals
  • 100% consideration to be paid before allotment from allottees' bank accounts
  • Shares subject to lock-in as per SEBI ICDR Regulations
  • Pre-preferential shareholding of allottees locked in for 90 trading days
  • Shares will rank pari passu with existing equity shares

Shareholding Pattern Impact:

  • Pre-issue capital: 2,12,08,918 shares
  • Post-issue capital: 2,16,33,565 shares
  • Promoter holding changes from 48.73% to 48.98%
  • Non-promoter holding changes from 51.27% to 51.02%
  • No change in control of the company

Regulatory Compliance:

  • Certificate obtained from M D Baid & Associates, Practicing Company Secretaries
  • Company confirms compliance with SEBI ICDR Regulations eligibility criteria
  • No wilful defaulters or fugitive economic offenders among promoters/directors

Agenda Item 2: Appointment of Director (Ordinary Resolution)

Appointment Details:

  • Name: Dr. D. Karthikeyan (DIN: 02259481)
  • Category: Nominee Director, Non-Executive
  • Appointment date: July 06, 2026 (as Additional Director)
  • Nominated by: Tamilnadu Industrial Development Corporation Limited (TIDCO), co-promoter

Qualifications and Experience:

  • 1997 batch IAS officer of Indian Administrative Service
  • Current position: Principal Secretary to Government of Tamil Nadu and Chairman & Managing Director of TIDCO
  • Educational qualifications: M.Sc. (Statistics), M.Phil., PGDCA, Ph.D. (Statistics - Time Series), M.P.A. from Hubert H. Humphrey Institute, USA
  • Extensive experience in public administration, urban development, and industrial policy

Other Directorships:

Holds positions in multiple Tamil Nadu government entities including Tamil Nadu Urban Infrastructure Financial Services Limited, State Industries Promotion Corporation of Tamil Nadu Limited, Tamil Nadu Power Distribution Corporation Limited, and others.

Shareholding: Holds no shares in the company

Voting Arrangements

  • Remote e-voting available through CDSL for all members as of cut-off date
  • VC/OAVM facility available for meeting attendance with capacity for 1,000 members on first-come basis
  • Large shareholders, promoters, institutional investors, directors, KMPs exempt from capacity restrictions
  • Members who vote remotely cannot vote again during meeting

Additional Information

  • Notice sent only electronically to members with registered email addresses
  • No proxy facility available for VC/OAVM meeting
  • Corporate shareholders must send authorization documents to scrutinizer
  • Unclaimed dividends and shares may be transferred to IEPF as per applicable rules

#Tags: #TANFACIndustries #PreferentialIssue #EGM #SEBIDisclosure #CorporateGovernance #Neutral