ARSS Infrastructure Projects Limited has launched a postal ballot process to secure shareholder approval for a ₹250 crore capital raise through the private placement of Non-Cumulative Non-Convertible Redeemable Preference Shares (NCRPS) to its promoter, Ocean Capital Market Limited. The transaction, approved by the Board on July 23, 2026, is classified as a material related-party transaction under Regulation 23 of the SEBI Listing Regulations because it exceeds the company’s materiality threshold. Proceeds from the issue will be utilized primarily to repay existing indebtedness, including a loan extended by Ocean Capital Market Limited pursuant to a resolution plan approved by the National Company Law Tribunal, Cuttack Bench.

The issuance involves up to 25 crore NCRPS with a face value of ₹10 each. Although the stated dividend rate is nominal at 0.01% per annum, the economic substance lies in the redemption structure: the shares are unsecured and will be redeemed at a premium calculated to provide investors with an internal rate of return (IRR) of 12% per annum over a tenure of 22 months from the date of allotment. An independent valuation report dated July 23, 2026, was obtained from CA Prithvi Ranjan Parhi, Registered Valuer – Securities or Financial Assets, to validate these terms.

To facilitate this issuance and future growth, ARSS Infrastructure also sought approval to increase its authorized share capital from ₹110 crore to ₹500 crore. The new limit comprises ₹230 crore divided into 23 crore equity shares of ₹10 each and ₹270 crore divided into 27 crore preference shares of ₹10 each. This expansion allows the company to accommodate the current private placement while retaining headroom for future equity or preference share issuances without further board interventions for capital limits. The change requires consequential alteration of Clause V of the Memorandum of Association.

All resolutions are subject to shareholder approval via postal ballot. National Securities Depository Limited (NSDL) has been engaged to facilitate remote e-voting. Members holding equity shares as of the cut-off date, July 24, 2026, are entitled to vote. The remote e-voting window opens on July 31, 2026, at 9:00 a.m. (IST) and closes on August 29, 2026, at 5:00 p.m. (IST). The scrutinizer’s consolidated report is due by August 31, 2026. Mr. Jyotirmoy Mishra of M/s Sunita Jyotirmoy & Associates has been appointed as the Scrutinizer for the process.

Governance and Compliance

Alongside the financial resolutions, the Board appointed Rajendra Biswal as the Company Secretary and Compliance Officer effective July 23, 2026. Biswal brings experience in corporate governance and regulatory liaison with stock exchanges and SEBI. His appointment ensures dedicated oversight of the company’s adherence to the Companies Act, 2013, and SEBI regulations during this period of capital restructuring. The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

ARSS Infrastructure Projects Limited has updated its list of Key Managerial Personnel (KMPs) with the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE). The disclosure, filed on July 28, 2026, serves to identify the specific executives responsible for determining the materiality of events and making subsequent disclosures to the stock exchanges. This procedural update ensures regulatory compliance under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, providing investors with clear points of contact for corporate governance matters.

The filing explicitly cites Regulation 30(5) of the SEBI LODR Regulations, which mandates listed entities to maintain and update a list of KMPs for the purpose of materiality assessment. By submitting this revised list, ARSS Infrastructure ensures that all future disclosures regarding significant corporate actions, financial results, or operational changes are routed through the designated authorities. The company confirmed that this information has also been published on its official website, www.arssgroup.in , ensuring transparency for all stakeholders.

The revised list identifies three individuals as the Key Managerial Personnel for the company. Gopal Krishna Dash continues to serve as the Managing Director, holding the primary executive responsibility. S. K. Pattanaik is designated as the Chief Financial Officer, overseeing the company's financial reporting and strategy. Rajendra Biswal serves as the Company Secretary and Compliance Officer, managing regulatory adherence and corporate governance protocols.

All three KMPs share the same telephone number, 0674-2602763, which corresponds to the company’s registered office in Bhubaneswar, Odisha. The postal address for the Managing Director is listed as Sector-A, Zone-D, Plot-38, Mancheswar Industrial Estate, Bhubaneswar – 751010, Odisha. While the table does not list separate postal addresses for the CFO and Company Secretary, their email addresses provide direct digital contact channels for official communication.

Rajendra Biswal, acting in his capacity as Company Secretary and Compliance Officer, digitally signed the submission on July 28, 2026. His membership number with the Institute of Company Secretaries of India is ACS-76448. The filing includes the company’s Corporate Identity Number (CIN), L14103OR2000PLC006230, further authenticating the document’s origin from ARSS Infrastructure Projects Limited’s registered office.