EGM on 5 November 2026: vote on authorised capital hike and 1,37,00,000 convertible warrants

Extra Ordinary General Meeting on Thursday, 5th November, 2026 at 1:00 p.m. through video conferencing.

Mon 12 Oct 2026

Authorised Share Capital Increase

from Rs. 25 crore to Rs. 31,00,00,000 (5,00,00,000 to 6,20,00,000 equity shares of Rs. 5/- each)

Convertible Warrants Proposed

up to 1,37,00,000 convertible warrants at Rs. 13/- each, to promoter, promoter group and non-promoter allottees

Aggregate Issue Amount

Rs. 17,81,00,000

Two resolutions are going to a shareholder vote at an Extra Ordinary General Meeting, one ordinary and one special.

Meeting and voting details

• The EGM will be held on Thursday, 5th November, 2026 at 1:00 p.m. (IST) through video conferencing / other audio-visual means (VC/OAVM).
• Remote e-voting runs from Monday, 2nd November, 2026 (9:00 a.m.) to Wednesday, 4th November, 2026 (5:00 p.m.).
• The cut-off date for e-voting eligibility is Thursday, 29th October, 2026.
• Physical attendance has been dispensed with, so proxy facility is not available; members can join the VC/OAVM 30 minutes before and after the scheduled start.

Resolution 1: Raising the authorised share capital (Ordinary Resolution)

• Authorised share capital is proposed to be increased from Rs. 25 crore (Rupees Twenty-Five Crore), divided into 5,00,00,000 (Five Crore) equity shares of Rs. 5/- each, to Rs. 31,00,00,000 (Rupees Thirty-One Crore), divided into 6,20,00,000 (Six Crore Twenty Lakh) equity shares of Rs. 5/- each.
• The new shares will rank pari-passu with the existing equity shares.
• Clause 5 of the Memorandum of Association is to be substituted to reflect the new capital.
• Since this is an Ordinary Resolution, it needs a simple majority of the votes cast.

Resolution 2: Preferential issue of convertible warrants (Special Resolution)

• Approval is sought to create, offer and allot up to 1,37,00,000 (One Crore Thirty-Seven Lakh) convertible warrants at a price of Rs. 13/- each, for cash, to promoter, promoter group and non-promoter allottees on a preferential basis.
• Each warrant is convertible into one equity share of face value Rs. 5/- each and premium of Rs. 8/- each. Full conversion would mean 1,37,00,000 equity shares.
• The total amount works out to Rs. 17,81,00,000/- (Rupees Seventeen Crore Eighty One Lakh).
• Being a Special Resolution, it requires at least 75% of the votes cast in favour.

Who the warrants are proposed for

• Donda Jerambhai Lavjibhai (Promoter): 27,00,000
• Donda Lakhuben Jerambhai (Promoter): 27,00,000
• Jaykumar J Donda (Promoter): 26,96,000
• Donda Jerambhai Lavjibhai HUF (Promoter Group): 26,96,000
• Vanrajsinh Boghubha Sarvaiya (Non-Promoter): 14,16,000
• Rajendrasinh Hathsihn Sarvaiya (Non-Promoter): 14,16,000
• Sachin Madhusudan Chhatre (Non-Promoter): 76,000
• Total: 1,37,00,000

Key terms of the warrants

• An amount equal to 25% of the issue price is payable at the time of subscription, and the balance 75% is payable when the warrants are converted into equity shares.
• The conversion option can be exercised at any time within 18 months from the date of allotment, in one or more tranches, by written notice to the company.
• If the option is not exercised within 18 months, it lapses and the amount paid stands forfeited.
• Warrants are to be allotted in dematerialised form within 15 days of the special resolution, or within 15 days of receipt of the last regulatory approval where approval is required.
• The equity shares issued on conversion will be locked in as prescribed under the SEBI ICDR Regulations, and will rank pari-passu with existing equity shares, including dividend.
• Until converted, the warrants do not carry voting rights; holders are entitled to corporate actions such as bonus shares, rights issue, split or consolidation announced between allotment and conversion.
• The relevant date for determining the floor price for the preferential issue is 6th October, 2026.

How to read this

An increase in authorised capital lifts the ceiling up to which the company can issue shares, while the second resolution is the actual fund-raising proposal. Because a large portion of the proposed warrants is earmarked for promoters and the promoter group, and warrants turn into shares only on payment of the balance amount, the final effect on the share count depends on how many warrants are exercised and when. Every warrant converts into one equity share, so full conversion would add 1,37,00,000 equity shares.

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