Key Decisions

1. Increase in Authorized Share Capital

The Board approved increasing the authorized share capital from ₹7,50,00,000 (Rupees Seven Crores Fifty Lakhs only) divided into 75,00,000 Equity Shares of ₹10 each to ₹25,00,00,000 (Rupees Twenty Five Crores only) divided into 2,50,00,000 Equity Shares of ₹10 each. This requires amendment to Clause V of the Memorandum of Association.

2. Preferential Issue of Convertible Warrants

The Board approved issuance of up to 1,25,00,000 fully convertible warrants at ₹10 per warrant (including warrant subscription price and exercise price), aggregating ₹12,50,00,000 (Rupees Twelve Crore Fifty-Lakh Only) to 18 allottees.

Warrant Details:

  • Each warrant convertible into 1 fully paid-up equity share of face value ₹10
  • Conversion period: Within 18 months from date of allotment
  • Unconverted warrants lapse after 18 months with forfeiture of amount paid
  • Price determined in accordance with Chapter V of SEBI (ICDR) Regulations, 2018

Allottee Details:

| Allottee | Category | Current Shares | Current % | Warrants Allotted | Post-Conversion Shares | Post-Conversion % |

| Yatin Sanjay Gupte | Promoter | 90,750 | 37.04% | 52,00,000 | 52,90,750 | 41.51% |

| Sheetal Mandar Bhalerao | Promoter | 34,760 | 14.19% | 18,00,000 | 18,34,760 | 14.40% |

| 16 other allottees | Non-Promoter | Nil | Nil | 55,00,000 | 55,00,000 | 43.09% |

Use of Proceeds: The funds will be utilized for growth and expansion initiatives, including investment in promoter and promoter group entities (specifically Wardwizard Medicare Private Limited), meeting working capital requirements, and general corporate purposes. Detailed use of proceeds will be provided in the explanatory statement for the AGM.

3. Director Appointments

  • Ms. Sathi Kundu (DIN: 10837461) appointed as Additional Director (Independent Director) for a first term of 5 consecutive years effective 31st August 2026. She is a graduate in Bachelors of Arts and Law from University of Calcutta with over 15 years of legal experience.
  • Mr. Yuvraj Priyadarshi (DIN: 08055832) appointed as Whole-time Director effective 30th September 2026 for 5 years, subject to shareholder approval. He was previously appointed as Additional Director on 23rd March 2026 and as CEO on 14th November 2025. Qualifications include O.D. (Doctor of Optometry), M.S.V.S. (Master of Science in Vision Science), M.B.A (Hospital Management), and Ph.D. with experience including WHO East Africa (Public Health) and COO Mombasa Eye Hospital.

4. Annual General Meeting Arrangements

  • 42nd Annual General Meeting scheduled for Wednesday, 30th September 2026 at 3:00 PM through Video Conferencing/Other Audio Visual Means
  • Remote e-voting period: Sunday, 27th September 2026 at 9:00 AM to Tuesday, 29th September 2026 at 5:00 PM
  • Register of Members and Share Transfer Book closure: Wednesday, 23rd September 2026 to Wednesday, 30th September 2026 (both days inclusive)
  • Mr. Kamal A Lalani, Practicing Company Secretary appointed as scrutinizer for e-voting
  • e-voting facility provided by National Securities Depositories Limited (NSDL)

5. Other Agenda Items

  • Recommendation for re-appointment of Mrs. Yatin Sanjay Gupte (DIN: 07261150) as Non-Executive Non-Independent director
  • Notice of 42nd AGM, Directors' Report, Management Discussion and Analysis Report, and other annual report documents for FY 2025-26

Additional Information

The complete details are available on the company's website at https://wardwizardhealthcare.com/.