EGM on 23 October 2026 to approve capital increase and Rs. 110 warrants to promoters and others

EGM on Friday, 23rd October, 2026 at 12:00 P.M. via VC/OAVM.

Wed 30 Sep 2026

EGM Date

Friday, 23rd October, 2026 at 12:00 P.M. via VC/OAVM

Authorised Capital Increase

From Rs. 57,86,00,000/- to Rs. 71,50,00,000/- (7,15,00,000 shares of Rs. 10/- each)

Convertible Warrants Issue

Up to 1,36,08,000 warrants at Rs. 110/- per warrant, aggregating up to Rs. 1,49,68,80,000/-

Warrant Payment Terms

25% payable on allotment, 75% on conversion; convertible within 18 months

E-voting Period

20th to 22nd October, 2026; Cut-off date: 16th October, 2026

What is happening

The Board has called an Extra-Ordinary General Meeting on Friday, 23rd October, 2026 at 12:00 P.M. through Video Conferencing / Other Audio-Visual Means. Two special businesses are proposed for shareholder approval.

1. Increase in authorised share capital (Ordinary Resolution)

• Existing authorised equity capital: Rs. 57,86,00,000/- divided into 5,78,60,000 equity shares of Rs. 10/- each.
• Proposed: Rs. 71,50,00,000/- divided into 7,15,00,000 equity shares of Rs. 10/- each.
• The Capital Clause (Clause V) of the Memorandum of Association is to be amended accordingly.

2. Preferential issue of convertible warrants (Special Resolution)

• Up to 1,36,08,000 convertible warrants of face value Rs. 10/- each.
• Issue price Rs. 110/- per warrant, including a premium of Rs. 100/-.
• Aggregate not more than Rs. 1,49,68,80,000/-.
• Each warrant converts into one equity share of Rs. 10/- within 18 (Eighteen) months of allotment.
• 25% payable on allotment; the balance 75% payable at the time of conversion. If not converted within 18 months, the amount paid is forfeited and the warrants lapse.
• Relevant Date for pricing: Wednesday, 23rd September, 2026. The price is stated to be not less than the floor price under Chapter V of SEBI ICDR Regulations, supported by a valuation report dated 29th September, 2026 from M/s. Procurve Valux Private Limited, Registered Valuer Entity, since the allotment exceeds five percent (5%) of the post-issue fully diluted capital.

Who is proposed to get the warrants

• Bizotic Dynamics Private Limited (Promoter Group): 25,44,000
• Bizotic India Private Limited (Promoter Group): 33,48,000
• Bizotic Industries Private Limited (Promoter Group): 43,20,000
• Deepak Jain & Sons HUF (Non-Promoter): 7,99,200
• Braso India Private Limited (Non-Promoter): 10,90,800
• Finora Venture Private Limited (Non-Promoter): 6,06,000
• Ikshvaku Clothing Private Limited (Non-Promoter): 4,77,600
• I D G Constructions Private Limited and S G Import Export Company: 99,600 each
• Meena Vinod Surana, Aayush Beri and Thakor Dhavalji Bhalaji: 74,400 each

Other terms

• Warrants to be allotted in dematerialised form within 15 days of passing the Special Resolution, or within 15 days of receipt of the last regulatory approval.
• Allotment only after in-principle approval from BSE Limited.
• Shares on conversion rank pari-passu with existing equity shares, and are to be allotted within 15 days of exercise.
• Warrants and resulting shares are subject to lock-in under Chapter V of SEBI ICDR Regulations; pre-preferential shareholding of the proposed allottees will also be locked in. The warrants cannot be sold, transferred, hypothecated or encumbered during lock-in, except as permitted.
• Exercise must comply with minimum public shareholding norms.

Voting details

• Remote e-voting opens Tuesday, 20th October, 2026 at 9:00 A.M. and closes Thursday, 22nd October, 2026 at 5:00 P.M., through NSDL.
• Cut-off date for eligibility: Friday, 16th October, 2026.
• Physical attendance and proxies are not applicable as the meeting is through VC/OAVM; VC participation is available for 1000 members on a first-come-first-served basis, with certain categories exempt from that limit.
• Mr. Jinang Dineshkumar Shah of M/s. Jinang Shah and Associates is appointed Scrutinizer.

What investors may note

If approved and fully converted, the issue would add up to 1,36,08,000 new equity shares, which would dilute existing shareholders while bringing in cash at Rs. 110/- per share. Promoter Group entities are proposed to take 1,02,12,000 of the warrants. Conversion is optional for warrant holders within the 18-month window, so the timing and extent of the inflow depend on their exercise.

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