Board approves preferential issue of 5,67,686 convertible warrants at ₹229 to promoter group; authorised capital to rise to ₹15 crore

Board approved issuing up to 5,67,686 convertible warrants on a preferential basis at ₹229 each, aggregating ₹13,00,00,094.

Mon 28 Sep 2026

Warrant Issue Size

5,67,686 convertible warrants at ₹229 each, aggregating ₹13,00,00,094

Payment Structure

25% upfront (₹57.25 per warrant); balance 75% (₹171.75) on conversion

Conversion Terms

Each warrant converts into 1 equity share of ₹10 face value, exercisable within 18 months

Authorised Capital Increase

From ₹10,00,00,000 to ₹15,00,00,000 (1,50,00,000 shares of ₹10)

Allottees

3 promoter group members: Vishal, Shobha and Shailesh Telge

What was decided

The Board, at its meeting on September 28, 2026, approved two main proposals, both subject to shareholder approval at an extraordinary general meeting convened for October 23, 2026 (11.00 a.m., by video conferencing).

• Increase in authorised share capital from ₹10,00,00,000 (1,00,00,000 equity shares of ₹10 each) to ₹15,00,00,000 (1,50,00,000 equity shares of ₹10 each), with Clause 5 of the Memorandum to be substituted accordingly.
• Issue of up to 5,67,686 convertible warrants on a preferential basis, for cash, at ₹229 per warrant, aggregating ₹13,00,00,094.

How the payment works

Each warrant is convertible into or exchangeable for 1 fully paid-up equity share of face value ₹10. Subscribers pay 25% of the issue price upfront, i.e. ₹57.25 per warrant, with the balance 75%, i.e. ₹171.75 per warrant, payable at the time of conversion. Conversion may be exercised in one or more tranches during a period of 18 months from the date of allotment.

The Board has stated the warrant issue price is not less than the floor price determined under the pricing guidelines in Chapter V of the SEBI ICDR Regulations.

Who is subscribing

There are 3 proposed allottees, all in the Promoter Group category

• Vishal Uttam Telge: pre-issue holding 14,407 shares, proposed allotment 2,18,340, post-issue 2,32,747 assuming full conversion.
• Shobha Uttam Telge: pre-issue 30,007, proposed allotment 1,74,673, post-issue 2,04,680.
• Shailesh Uttam Telge: pre-issue 85,200, proposed allotment 1,74,673, post-issue 2,59,873.

Other terms stated

• Consideration is in cash.
• The preferential issue will not result in any change in control or management.
• The Company has received an investment commitment letter dated September 28, 2026 from the investors confirming their intention to subscribe for cash.
• The Company is not providing any loan, guarantee, reimbursement, security or other financial assistance to the investors for subscription to or exercise of the warrants.
• No assured return, downside protection, put option or similar arrangement has been provided.

How investors may read this

Promoter group members committing fresh cash at ₹229 per warrant can be seen as promoters putting money into the company. At the same time, conversion of warrants adds new equity shares, which dilutes existing shareholders' proportionate stake. Only 25% comes in upfront; the remaining 75% flows in only if and when warrants are converted within the 18-month window. All of this remains contingent on shareholder approval at the EGM.

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