EGM approves preferential issue of equity shares and warrants, plus five related-party limits
Zelio E-Mobility held its 1st EGM of FY 2026-27 on 20 October 2026 through video conferencing, 04:00 PM to 04:18 PM IST, with 20 members present.
By ScoutQuest · · 3 min read
- Equity Shares Preferential Issue
- up to 9.73 lakh equity shares at ₹853 per share (~₹83 crore) to non-promoter investors
- Convertible Warrants Issue
- up to 9.96 lakh convertible warrants at ₹853 per warrant (~₹84.96 crore) to three promoter Directors
- Related-Party Transaction Limits
- Five related-party transaction limits of up to Rs. 50 Crore each
What the meeting covered
The 1st Extra-Ordinary General Meeting for FY 2026-27 was held on Tuesday, 20 October 2026 through video conferencing and other audio-visual means, from 04:00 P.M. to 04:18 P.M. IST. 20 members attended. All items were put to vote only through e-voting; there was no speaker shareholder, so no question-and-answer session was held.
Fund-raising: two special resolutions
- Up to 9.73 lakh equity shares at ₹853 per share, aggregating up to ~₹83 crore, on a preferential basis to four non-promoter investors: Motilal Oswal Financial Services Limited, Calliope Capital Advisors LLP, Param Value Investments and HEM Growth Opportunities Fund.
- Up to 9.96 lakh convertible warrants at ₹853 per warrant, aggregating up to ~₹84.96 crore, on a preferential basis to three promoter Directors: Mr. Kunal Arya, Mr. Deepak Arya and Mr. Niraj Arya.
- Together these make up the preferential issue of approximately Rs. 168 Crore approved by the Board on September 23, 2026, on a private placement basis to identified investors and not a public offer.
How the warrants work
- Tenure of 18 months from the date of allotment.
- At least 25% of the consideration is payable upfront at allotment, and the balance 75% is payable on exercise of the warrants within that tenure.
- The promoters will invest up to approximately Rs. 85 Crore of their own funds, of which approximately Rs. 21.24 Crore is payable upfront; the remaining warrant money is received only as and when the warrants are exercised.
Other points on the issue
- The issue price of Rs. 853 is not less than the floor price determined under Chapter V of the SEBI ICDR Regulations, with September 18, 2026 as the Relevant Date.
- The update states the issue will not result in any change in the promoters, the composition of the Board or the control of the Company.
- As the issue size exceeds Rs. 100 Crore, Brickwork Ratings India Private Limited has been appointed as the Monitoring Agency for use of the proceeds.
Change to the Articles of Association
Item 1 was a special resolution to alter the Articles of Association of the Company by insertion of Clause 9 and Clause 10, to enable the issue of warrants and other convertible securities.
Related-party transactions: five ordinary resolutions
Approval was sought for material related-party transactions for purchase and/or sale of goods with five entities, each for an aggregate value of up to Rs. 50 Crore, valid for a period not exceeding one year from the date of the meeting. The entities are Rajdhani Machinery Store, Torque Innovation EV Auto Private Limited, AVR Auto Industries Private Limited, Jai Bharat Engineering Tools and Jai Bharat Auto Components. The update describes these as being in the ordinary course of business and on an arm's length basis, with the limits being transaction ceilings and not amounts already transferred, and separate from the preferential issue.
Points a retail investor may track
- The equity shares bring fresh capital from institutions, while the promoter money comes in two steps, so only part of it is received at allotment.
- The warrants, once exercised, would add 9,96,000 shares, in addition to the 9.73 lakh equity shares being issued.
- The Company states it has been listed on the BSE SME Platform since October 2025 and that the capital is meant to support its next phase of growth.
- The e-voting results are to be declared by the Company Secretary and submitted to BSE Limited within two working days of the conclusion of the meeting.
Also from Zelio E Mobility
Articles of Association amended: Clause 9 and Clause 10 inserted for further share issues
20 Oct 2026
Video recording of the 05th Annual General Meeting submitted to the exchange
1 Oct 2026
AGM approves re-appointment of Managing Director and Secretarial Auditor for 5 years
30 Sep 2026
More numbers
- Equity shares to non-promoter allottees9,73,000 equity shares
- Issue price per equity share and per warrant₹853
- Amount for equity shares issued to non-promoter allottees₹82,99,69,000
- Convertible warrants to promoter allottees9,96,000 convertible warrants
- Amount for convertible warrants to promoter allottees₹84,95,88,000
- Total preferential issue sizeRs. 168 Crore
- Warrant consideration payable upfrontRs. 21.24 Crore
- Related-party transaction limit per entityRs. 50 Crore
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