1. Unaudited Financial Results for Q2 September 2026
- Standalone Results (₹ lakhs):
- Revenue from operations: ₹202.72 (Q2), ₹353.62 (Q1), ₹362.81 (Q2 YoY)
- Total Income: ₹244.21 (Q2), ₹389.63 (Q1), ₹403.19 (Q2 YoY)
- Profit before tax: ₹88.26 (Q2), ₹83.99 (Q1), ₹78.47 (Q2 YoY)
- Net profit: ₹88.26 (Q2), ₹83.99 (Q1), ₹78.47 (Q2 YoY)
- EPS: ₹0.48 (basic & diluted) for Q2
- Half-yearly net profit: ₹172.24 (H1 2026), ₹137.32 (H1 2025)
- Consolidated Results (₹ lakhs):
- Revenue from operations: ₹1,436.77 (Q2), ₹1,429.22 (Q1), ₹1,400.97 (Q2 YoY)
- Total Income: ₹1,495.56 (Q2), ₹1,490.70 (Q1), ₹1,441.46 (Q2 YoY)
- Profit before tax: ₹130.97 (Q2), ₹118.20 (Q1), ₹183.00 (Q2 YoY)
- Net profit: ₹130.97 (Q2), ₹118.20 (Q1), ₹183.00 (Q2 YoY)
- EPS: ₹0.70 (basic & diluted) for Q2
- Half-yearly net profit: ₹249.17 (H1 2026), ₹304.95 (H1 2025)
- Review: Results reviewed by Audit Committee and Statutory Auditors (J. A. Sheth & Associates).
2. Call Money Actions
- Second and Final Call: Approved call of ₹30.25 per partly paid-up equity share on 54,71,101 shares (ISIN: IN9849B01034).
- ₹2.75 adjusted towards face value, ₹27.50 towards securities premium per share.
- First Call Reminder: Approved reminder notice for payment of first call money on 4,34,380 partly paid-up shares (ISIN: IN9849B01026).
- Shareholders must pay ₹30.25 per share for first call and ₹30.25 for second call, totaling ₹60.50 per share.
- Same allocation: ₹2.75 to face value, ₹27.50 to securities premium per call.
- Record Date: Fixed as November 20, 2026, to determine shareholders for dispatch of call notices.
- Payment Period: From November 27, 2026, to December 11, 2026 (both days inclusive).
3. Acquisition of MyUtilityGenius Limited (MUG)
- Agreement: Executed Share Purchase and Subscription Agreement dated November 6, 2026, with MyUtilityGenius Limited and Westbury Solutions Limited (Seller).
- Acquisition Details:
- Secondary Acquisition: 331 equity shares (32.14% stake) from Westbury Solutions at £420.09 per share, totaling £139,049.79 (₹1,73,99,605.46 at exchange rate ₹125.1333/GBP).
- Primary Subscription: 30 equity shares (2.91% stake) at £420.09 per share, totaling £12,602.59 (₹15,77,003.52).
- Total Acquisition: 361 shares (35.05% post-issue stake) for £151,652.38.
- Consideration:
- Secondary acquisition via share swap: 72,820 equity shares of Ace Software at ₹238 per share (₹1,73,31,160 total).
- Primary subscription payable in cash.
- Valuation: Based on report by Den Valuation (OPC) Private Limited (IBBI/RV-E/06/2021/146).
- Approvals: Subject to shareholder approval for preferential share issuance.
4. Preferential Issuance for MUG Acquisition
- Issuance: 72,820 fully paid-up equity shares (face value ₹10) at ₹238 per share (including ₹228 premium) to Westbury Solutions Limited.
- Total Value: ₹1,73,31,160.
- Purpose: Consideration for acquisition of MUG Purchase Shares (non-cash).
- Approvals: Subject to shareholder approval and compliance with Companies Act, 2013, and SEBI ICDR Regulations.
5. Acquisition of MyUtilityGenius Commercial Limited (MUGC)
- Agreement: Executed Share Purchase and Subscription Agreement dated November 6, 2026, with MyUtilityGenius Commercial Limited and Westbury Solutions Limited (Seller).
- Acquisition Details:
- Secondary Acquisition: 331 equity shares (32.14% stake) from Westbury Solutions at £2,179.79 per share, totaling £721,510.49 (₹9,02,84,823.50 at exchange rate ₹125.1333/GBP).
- Primary Subscription: 30 equity shares (2.91% stake) at £2,179.79 per share, totaling £65,393.58 (₹81,82,914.52).
- Total Acquisition: 361 shares (35.05% post-issue stake) for £786,906.07.
- Consideration:
- Secondary acquisition via share swap: 3,79,326 equity shares of Ace Software at ₹238 per share (₹9,02,79,588 total).
- Primary subscription payable in cash.
- Valuation: Based on report by Den Valuation (OPC) Private Limited (IBBI/RV-E/06/2021/146).
- Approvals: Subject to shareholder approval for preferential share issuance.
6. Preferential Issuance for MUGC Acquisition
- Issuance: 3,79,326 fully paid-up equity shares (face value ₹10) at ₹238 per share (including ₹228 premium) to Westbury Solutions Limited.
- Total Value: ₹9,02,79,588.
- Purpose: Consideration for acquisition of MUGC Purchase Shares (non-cash).
- Approvals: Subject to shareholder approval and compliance with Companies Act, 2013, and SEBI ICDR Regulations.
7. Scheme of Amalgamation
- Approval: Board approved scheme under Sections 230-232 of Companies Act, 2013, for amalgamation of seven wholly-owned subsidiaries into Ace Software Exports Limited.
- Transferor Companies:
1. Ace Infoway Private Limited (CIN: U45201GJ1999PTC035442)
2. Ace InfoWorld Private Limited (CIN: U72200GJ1996PTC061333)
3. QeCAD Studio Private Limited (CIN: U71100GJ2025PTC166278)
4. QeNomy Digital Private Limited (CIN: U62011GJ2026PTC175178)
5. QeMFG Private Limited (CIN: U58202GJ2024PTC153186)
6. QeLearn Private Limited (CIN: U85499GJ2023PTC141443)
7. QeApps Private Limited (CIN: U62011GJ2025PTC162448)
- Financials (as of March 31, 2026, ₹ lakhs):
- Combined paid-up capital: ₹250.05
- Combined net worth: ₹5,206.85
- Combined turnover: ₹5,719.89
- Rationale: Streamlining corporate structure, operational efficiency.
- Approvals: Subject to NCLT, central government, and other regulatory approvals.
8. General Meeting Details
- Meeting Duration: 4:00 PM to 6:00 PM on November 6, 2026.
- Availability: Outcomes available on company website www.acesoftex.com.
Financial Impact
- Acquisitions: Total preferential issuance of 4,52,146 shares (₹10.76 crore) for acquiring stakes in MUG and MUGC.
- Call Money: Potential inflow from call payments on 59,05,481 shares (₹60.50 per share for first call defaulters, ₹30.25 for others).
- Merger: No cash outflow or share issuance; only cancellation of shares held in subsidiaries.