Clarification of typographical error in board outcome: allottee name and totals of equity shares and warrants corrected

The company has corrected typographical errors in its September 25, 2026 board meeting outcome.

Wed 30 Sep 2026

Allottee Name Corrected

From "Devendera Bansal" to "Shalini Devendra Bansall"

Equity Shares Corrected

From 26,28,604 to 29,47,271

Convertible Warrants Corrected

From 19,99,333 to 63,50,000

Acquisition Consideration

Rs. 581.86/- Lacs for 100% of Tusaldah Ventures Private Limited

Preferential Issue Price

Rs. 20/- per equity share and per warrant

What this letter does

The company informed BSE that a typographical error occurred in the earlier disclosure of its board meeting outcome dated September 25, 2026, in the name of the allottee and in the total number of equity shares and warrants stated in Annexure VI (Consolidated Post-Issue Shareholding, fully diluted).

The corrections

• Allottee name: "Devendera Bansal" corrected to "Shalini Devendra Bansall".
• Total equity shares: 26,28,604 corrected to 29,47,271.
• Total warrants: 19,99,333 corrected to 63,50,000.

The company states the error was purely clerical and unintentional, and that apart from this correction all other details and contents of the board outcome remain unchanged.

The board decisions restated

• Authorised share capital proposed to increase from Rs. 8,50,00,000/- (50,00,000 equity shares of Rs. 10/- each plus 3,50,000 preference shares of Rs. 100/- each) to Rs. 18,50,00,000 (1,50,00,000 equity shares of Rs. 10/- each plus 3,50,000 preference shares of Rs. 100/- each), by creating additional Rs. 10,00,00,000 divided into 1,00,00,000 equity shares of Rs. 10/- each, subject to shareholder approval.
• Acquisition of 100% of the equity share capital of Tusaldah Ventures Private Limited (formerly Swals Global Marketing Private Limited), through a Share Purchase and Share Subscription Agreement.
• Preferential issue of up to 29,09,299 equity shares of Rs. 10/- each at an issue price of Rs. 20/- each for consideration other than cash (swap of shares) to shareholders of the selling company forming part of the Promoters.
• Preferential issue of up to 29,47,271 equity shares of Rs. 10/- each at Rs. 20/- each for cash to a person in the Non-Promoter Public Category.
• Preferential issue of up to 63,50,000 convertible warrants of Rs. 10/- each at Rs. 20/- each for cash to persons forming part of Promoters and Non-Promoter Public Category.

About the acquisition target

Tusaldah Ventures Private Limited was incorporated on January 31, 2025 and is engaged in trading, distribution, marketing, branding and retailing of consumer and commercial products, across physical and digital channels, plus branding and advisory services. For financial year 2025-26, the company is yet to commence business, so its turnover is Nil.

The company will acquire 100% equity shares in TVPL, comprising 5,98,000 equity shares of Rs. 10/- each. Total consideration is stated as Rs. 581.86/- Lacs, to be discharged by issuance and allotment of up to 29,09,299 equity shares of Rs. 10/- each at Rs. 20/- per share. No governmental or regulatory approvals are required for the acquisition, and completion is expected within 2 (Two) months, subject to conditions precedent and approvals of shareholders and the Stock Exchange.

Related party angle

Because the shareholders of TVPL are also Promoters of the company, the acquisition is a Related Party Transaction, and Promoters are deemed interested. The company says the transaction is at arm's length based on an independent valuation report, was approved by the Audit Committee and the Board on September 25, 2026, and being a Material Related Party Transaction, shareholder approval will be sought.

How investors may read it

The correction materially changes the disclosed totals of shares and warrants, so the fully diluted post-issue picture differs from the earlier disclosure. The warrant figure in particular moves from 19,99,333 to 63,50,000. Since all issues are subject to shareholder and stock exchange approval, the actual dilution depends on those approvals and on warrant conversion.

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