Board approves subsidiary stake transfer, ₹16.20 Crore preferential issue, borrowing limit hike
Board approved transfer of the entire stake in Refex Sustainable Fuel to Refex Green Power for ₹10 lakh, 3,938 ESOP shares, a preferential issue of up to 4,50,000 shares at ₹360 (up to ₹16.20 Crore) and a borrowing limit of ₹450 Crore.
By ScoutQuest · · 3 min read
- Subsidiary stake transfer consideration
- ₹10 lakh
- Preferential issue size and price
- up to 4,50,000 equity shares at ₹360 each, aggregating up to ₹16.20 Crore
- Borrowing limit approved
- ₹450 Crore
What the board approved
The board of directors met on October 17, 2026 and approved two immediate actions — an employee share allotment and an internal transfer of a subsidiary stake — and recommended four proposals that need shareholders' approval through a postal ballot.
Employee share allotment
- 3,938 equity shares were allotted to employees against an equal number of vested stock options under the RRIL – Employees Stock Option Scheme 2022.
- After the allotment, the issued, subscribed and paid-up equity share capital stands at ₹4,50,18,730.
- The new shares rank pari-passu with the existing equity shares, including dividend and voting rights, and were allotted in dematerialised form.
Transfer of a subsidiary stake
- The company is disinvesting its entire equity holding in Refex Sustainable Fuel Limited, a wholly-owned subsidiary, by transferring it to Refex Green Power Limited, another wholly-owned subsidiary.
- The cash consideration is ₹10 lakh, which the update describes as the face/book value of that holding.
- Refex Sustainable Fuel Limited therefore becomes a step-down wholly-owned subsidiary, held directly by Refex Green Power Limited, which is the holding company for the group's solar and wind special purpose vehicles.
Four items put to shareholders by postal ballot
- Increase in authorised share capital to ₹50 Crore, with a consequential alteration to the Memorandum of Association — ordinary resolution.
- Increase in the overall borrowing limit to ₹450 Crore — special resolution.
- Creation of charge, mortgage, pledge or hypothecation on the company's assets in favour of lenders — special resolution.
- Preferential issue of up to 4,50,000 equity shares at ₹360 each, aggregating up to ₹16.20 Crore, to North Star Opportunities Fund VCC – Bull Value Incorporated VCC Sub-Fund, Mauritius, a Category I foreign portfolio investor — special resolution.
Pricing of the preferential issue
- The issue price is ₹360.00 per share, which the update says is above the floor price computed under the SEBI ICDR Regulations in a valuation report dated October 16, 2026.
- The price is at a premium to the share's face value, and the new shares will rank pari-passu with the existing shares.
Voting window
- Remote e-voting opens at 09:00 a.m. on October 18, 2026 and closes at 05:00 p.m. on November 16, 2026.
- The cut-off date for eligibility is October 16, 2026, and results are to be declared on or before November 18, 2026.
How a retail investor might read this
- The subsidiary transfer is a rearrangement inside the group: the same business stays with the group but moves under another wholly-owned arm, so it does not bring in outside money.
- The employee allotment adds a small number of shares and brings in fresh capital.
- The preferential issue will increase the total number of shares, so existing holders will own a slightly smaller percentage of the company once those shares are allotted; it also brings a foreign portfolio investor on to the register.
- The higher borrowing limit and the charge-creation approval give the board more room to raise debt against assets.
- All four special business items go through remote e-voting, so shareholders who want a say need to vote before the closing date.
The proposals other than the allotment and the subsidiary transfer take effect only after the postal ballot.
Also from Refex Renewables & Infrastructure
Board approves preferential issue of up to 4,50,000 shares at ₹360, ESOP allotment and higher borrowing limit
17 Oct 2026
Board approves 3,938 ESOP shares, ₹360/- preferential issue, ₹450 Crore borrowing limit
17 Oct 2026
Board meeting on October 17, 2026 to consider preferential issue of equity shares
14 Oct 2026
More numbers
- Equity shares allotted to employees on ESOP exercise3,938
- Paid-up equity share capital after the ESOP allotment₹4,50,18,730/-
- Cash consideration for transfer of Refex Sustainable Fuel stake₹10 lakh
- Preferential issue size in shares4,50,000 equity shares
- Preferential issue price per equity share₹360.00/-
- Aggregate preferential issue amount₹16.20 Crore
- Authorised share capital proposed after increase₹50 Crore
- Overall borrowing limit proposed after increase₹450 Crore
Nothing here is a view, opinion or recommendation of ScoutQuest, its parent, directors or employees. ScoutQuest is a technology company: this page was assembled automatically from public sources using artificial intelligence, and may contain errors or omissions. Confirm everything against the original source before you act on it. Any use of this page is at your own risk, and neither ScoutQuest nor its parent, directors or employees accepts liability for it.