Board approves preferential issue of equity shares and convertible warrants; allottees expected to bring change in control
Hittco Tools' board met on Oct 26, 2026 and approved a preferential fund raise and other proposals, all subject to shareholder and regulatory approvals.
By ScoutQuest · · 3 min read
- Issue price
- Rs.14.50 each
- Equity shares offered
- Up to 59.4 lakh equity shares at Rs.14.50 each — up to ~Rs.8.61 crore
- Total fund raise
- Equity shares + warrants together: up to Rs.23.2 crore
Board outcome of October 26, 2026
At its rescheduled meeting, the board of Hittco Tools considered and approved a set of proposals. Each is subject to approval of the members, the stock exchange(s) and other regulators where applicable, so these are board-approved proposals going to shareholders, not completed actions.
Fund raising
- Up to 59.4 lakh fully paid-up equity shares, for cash, on a preferential basis, at an issue price of Rs.14.50 per equity share, to the proposed allottees.
- Aggregate consideration for the equity shares: up to ~Rs.8.61 crore.
- Up to ~1.01 crore convertible warrants on a preferential basis to proposed allottees in the proposed Promoter and Non-Promoter categories, at an issue price of Rs.14.50 per warrant. Each warrant entitles the holder to apply for and be allotted one fully paid-up equity share.
- Aggregate consideration for the warrants: up to ~Rs.14.59 crore.
- Part of the warrant issue price is payable upfront at subscription and allotment, and the balance on exercise of the conversion option, in line with the SEBI ICDR Regulations and the terms of the issue. The warrants convert into an equivalent number of equity shares within the period prescribed under the applicable regulations and the terms of the issue.
- Taken together, the equity share and warrant issues are expected to result in aggregate issue proceeds of up to Rs.23.2 crore, subject to subscription and exercise of the warrants.
Change in control
The proposed acquisition of equity shares by Mr. Irfan Chapra, Mrs. Reshma Chapra and Mrs. Mubina Sofia is expected to result in an acquisition of shares and voting rights and a change in control of the company. The proposed acquisition is therefore subject to Regulations 3(1) and 4 of the SEBI SAST Regulations, including the applicable open offer requirements. Their proposed classification as promoters is subject to completion of the relevant transactions and compliance with applicable laws and regulatory requirements.
Other proposals approved
- Alteration of the Main Objects Clause of the Memorandum of Association by inserting new sub-clauses after the existing sub-clause (10), covering hospitality and food and beverage, leasing and rental of vessels and automobiles including electric vehicles, real estate development and allied activities, and stock broking and capital market related activities.
- Incorporation of a wholly owned subsidiary in the UAE, under the name "Chapra Emerging LLC" or such other name as approved by the competent authorities there, to undertake trading and manufacturing of perfumes and related lines of business. The company would hold 100% of its share capital or equity interest, with an aggregate investment and financial commitment of up to Rs.3 crore, or its equivalent in foreign currency, by way of equity subscription, loans, guarantees or other permissible modes.
- Seeking members' approval under Section 186 of the Companies Act, 2013, by special resolution, to authorise the board to grant loans, provide guarantees or securities and make investments in other body corporates, notwithstanding that the amount may exceed the limits prescribed under Section 186(2).
- Investments of up to Rs.21 crore in two unlisted companies - Sanija Hotels Private Limited and Multiplex Capital Limited - to be made using funds raised by the company, subject to finalisation of transaction terms and receipt of approvals.
- Change of the company's name from "Hittco Tools Limited" to "Chapra Emerging Limited" or any other name as may be approved by the Central Registration Centre, Ministry of Corporate Affairs, subject to necessary approvals.
- An extraordinary general meeting on Tuesday, November 17, 2026 at 11 a.m. to seek members' approval for these matters, with M/s. Manjeet & Associates appointed as scrutinizer.
How to read this
The proposals bundle a fund raise, a change in control with open offer implications, an expansion of the objects clause into new businesses, an overseas subsidiary, a large investment authorisation under Section 186 and a name change. All of them still depend on shareholder and regulatory approvals and on completion of the transactions. The EGM notice and the open offer documents, as applicable, would carry the detailed terms.
Also from Hittco Tools
Open offer for 26.00% of expanded capital at Rs. 15.30 per fully paid share
27 Oct 2026
Board clears up to Rs. 21 crore of stakes in two unlisted firms, pref issue and name change
26 Oct 2026
Board approves new business objects, preferential issue of shares and warrants, UAE subsidiary and name change
26 Oct 2026
More numbers
- Equity shares proposed on preferential basis59,40,000
- Issue price per equity share and per warrantRs.14.50/-
- Aggregate consideration for equity sharesRs.8,61,30,000/-
- Convertible warrants proposed on preferential basis1,00,60,000
- Aggregate consideration for convertible warrantsRs.14,58,70,000/-
- Aggregate issue proceeds, equity shares and warrants togetherRs.23,20,00,000/-
- Commitment towards UAE wholly owned subsidiaryRs. 3,00,00,000/-
- Proposed investments in unlisted companies, aggregateRs. 21,00,00,000/-
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