1. Preferential Warrant Issuance

The Board approved the issuance of 2,25,00,000 (Two Crore Twenty-Five Lakh) warrants on a preferential basis, each carrying a right to subscribe to 1 equity share at an exercise price of ₹24.16 per equity share. The total aggregate value of the issue is ₹54,36,00,000 (Fifty-Four Crore Thirty-Six Lakh).

The warrants will be issued to persons belonging to the promoter group and public category. The payment terms require 25% of the warrant price to be paid on or before allotment of warrants, with the remaining 75% payable at the time of allotment of equity shares upon exercise of the warrants. The warrants may be exercised in one or more tranches during the period commencing from the date of allotment until expiry of 18 months from the date of allotment.

2. Investor Allocation Details

The preferential allotment will be made to the following investors:

Promoter Group Allottees:

  • Sweta Khemka: 25,00,000 warrants
  • Uma Agro Exports Private Limited: 25,00,000 warrants

Non-Promoter Allottees:

  • Jiya Ajaykumar Gupta: 14,00,000 warrants
  • Nishtha AjayKumar Gupta: 14,00,000 warrants
  • Amit Kumar Jai Prakash Gupta: 7,00,000 warrants
  • Arun Gupta: 7,00,000 warrants
  • Gaurav: 7,00,000 warrants
  • Ghanshyamdas Gupta: 7,00,000 warrants
  • Hemant Shivlal Gupta: 7,00,000 warrants
  • Krishankant Tarachand Gupta: 7,00,000 warrants
  • Madanlal Hiralal Gupta: 7,00,000 warrants
  • Mahesh Tarachand Gupta: 6,00,000 warrants
  • Sheela Ghanshyamdas Gupta: 6,00,000 warrants
  • Shuchi Gaurav Gupta: 6,00,000 warrants
  • Surendra Tarachand Gupta: 6,00,000 warrants
  • Vijay Gupta: 6,00,000 warrants
  • Hetal Doshi: 7,00,000 warrants
  • Kavya Doshi: 7,00,000 warrants
  • Shashank Doshi: 7,00,000 warrants
  • Tej Doshi: 7,00,000 warrants
  • Aditya Swapnil Kawli: 5,00,000 warrants
  • Aishwarya Swapnil Kawli: 5,00,000 warrants
  • Swapnil Kashinath Kawli: 9,00,000 warrants
  • Juhi Swapnil Kawli: 9,00,000 warrants
  • Vinayak Shashıkant Pagare: 2,00,000 warrants
  • Ketan Vikas Shingote: 2,00,000 warrants
  • Apurva Mithani HUF: 5,00,000 warrants
  • Pratiksha Singh: 5,00,000 warrants
  • Shashindra Omprakash Singh: 5,00,000 warrants

3. Shareholding Impact Post-Conversion

The post-allotment shareholding pattern, assuming full conversion of all warrants:

  • Sweta Khemka: Holding increases from 34,37,250 shares (10.17%) to 59,37,250 shares (10.54%)
  • Uma Agro Exports Private Limited: Holding increases from 6,20,000 shares (1.83%) to 31,20,000 shares (5.54%)
  • All other allottees will receive shares representing between 0.36% to 2.49% of the post-issue capital

4. Share Capital Increase

The Board approved increasing the authorized share capital from ₹40,00,00,000 (Fourty Crores) divided into 4,00,00,000 equity shares of face value ₹10 each to ₹57,00,00,000 (Fifty Seven Crores) divided into 5,70,00,000 equity shares of face value ₹10 each. This is subject to shareholders' approval and will require alteration of the Capital clause of the Memorandum of Association.

5. Annual General Meeting and Book Closure

The 38th Annual General Meeting will be held on Friday, September 18, 2026, at 11:30 a.m. via Video Conference/Other Audio Visual Means. The Register of Members and Share Transfer Books will remain closed from Saturday, September 12, 2026, to Friday, September 18, 2026 (both days inclusive). The cut-off date for e-voting is September 11, 2026.

6. Scrutinizer Appointment

The Board appointed M/s. M Shahnawaz & Associates, Practicing Company Secretary, as Scrutinizer for the e-voting process in the Annual General Meeting.

7. Valuation and Regulatory Compliance

The issue price of ₹24.16 per warrant was computed as per Regulation 161(1) of SEBI ICDR Regulations based on a valuation report dated August 20, 2026, from Mr. Murli Chandak, Registered Valuer (IBBI/RV/07/2021/14408).

The Board meeting commenced at 6:30 PM and concluded at 7:00 PM.