Nature of Disclosure: Regulatory filing to the BSE, NSE, and Calcutta Stock Exchange (CSE) submitting a mandatory certificate from the statutory auditor pursuant to SEBI ICDR Regulation 169(5).
Key Event: The certificate confirms the company's compliance with Regulation 169(4) regarding the receipt of 25% of the issue price as upfront payment for a preferential issue of warrants.
Details of Preferential Issue:
- The company has issued 8,85,00,000 warrants convertible into an equivalent number of equity shares on a preferential basis.
- The face value of each underlying share is Re. 1.
- The issue price per warrant is Rs. 2.80 (comprising Rs. 1 face value and Rs. 1.80 premium).
- The total issue size is Rs. 24,78,00,000 (8,85,00,000 warrants * Rs. 2.80).
- The allottees are classified as Non-promoters/other persons.
Revision of Issue Size: The filing discloses that the issue size was revised down from the original plan. The shareholders had approved an issue of 12,75,00,000 warrants aggregating Rs. 35,70,00,000 at an Extra-Ordinary General Meeting held on 23rd April 2026. Three proposed investors (Vicky R. Jhaveri HUF, Rajesh Nanubhai Jhaveri HUF, and Mrs. Harsha Rajesh Jhaveri), who were collectively slated to subscribe to 3,90,00,000 warrants, did not participate, leading to the reduced size.
Financial Figures & Receipt of Funds:
- The required 25% upfront payment (Warrant Subscription Price) totals Rs. 6,19,50,000 (25% of Rs. 24,78,00,000).
- The company confirms it has received this full amount of Rs. 6,19,50,000.
- The receipt of funds and subsequent allotment were approved by the Preferential Issue Committee of the Board of Directors at a meeting held on Tuesday, 16th June, 2026.
Auditor's Role & Scope:
- The certificate is issued by Dharmendra K Agrawal & Company, Chartered Accountants (FRN: 025525C), the company's statutory auditors.
- The partner responsible is CA Dharmendra Agarwal (Membership No.: 402138).
- The auditor's engagement was a limited assurance exercise, not a full audit. Their procedures included obtaining the allotment resolution, a list of allottees and amounts received, and reviewing the company's bank statements as of 16th June 2026 to trace the receipts.
- The auditor relies on management representations and has not verified compliance with other SEBI regulations or laws.
List of Allottees: The warrant allotment was made to 19 entities. The detailed breakdown from Statement-A is as follows:
| Sr. No. | Allottee Name | No. of Warrants | Amount Received (₹) |
| 1 | Manoj Chhaganlal Rathod | 1,00,00,000 | 70,00,000 |
| 2 | Ashik D Sanghvi HUF | 75,00,000 | 52,50,000 |
| 3 | Dhirajlal V Sanghvi HUF | 75,00,000 | 52,50,000 |
| 4 | Kunal D Sanghvi HUF | 75,00,000 | 52,50,000 |
| 5 | Sagar D Sanghvi HUF | 75,00,000 | 52,50,000 |
| 6 | Vishw Javesh Vora | 56,00,000 | 39,20,000 |
| 7 | Sureshkumar V Vora HUF | 24,50,000 | 17,15,000 |
| 8 | Jayesh Vaghjibhai Vora HUF | 24,50,000 | 17,15,000 |
| 9 | Ashokkumar Shantilal Jain | 36,00,000 | 25,20,000 |
| 10 | Arvindkumar Shantilal Jain | 36,00,000 | 25,20,000 |
| 11 | Gautamkumar Shantilal Jain | 36,00,000 | 25,20,000 |
| 12 | Arunaben Arvindkumar Jain | 36,00,000 | 25,20,000 |
| 13 | Reetaben Gautamkumar Jain | 36,00,000 | 25,20,000 |
| 14 | Madhuben Ashokkumar Jain | 36,00,000 | 25,20,000 |
| 15 | Vandana Ashokbhai Jain | 36,00,000 | 25,20,000 |
| 16 | Sumita Rahul Jain | 36,00,000 | 25,20,000 |
| 17 | Kevina Vanraj Jain | 36,00,000 | 25,20,000 |
| 18 | Nisha D Jain | 16,00,000 | 11,20,000 |
| | TOTAL | 8,85,00,000 | 6,19,50,000 |
Management Responsibility: The company's management is responsible for ensuring that funds were received from the allottees' own bank accounts with no circulation of funds, and for maintaining all relevant supporting records and documents.
Conclusion: The auditor's conclusion states that based on their examination, nothing has come to their attention to believe that the details in Statement-A are not in accordance with SEBI ICDR Regulation 169(4) or that the relevant documents are not maintained by the company.