The Board of Directors of Clio Infotech Limited has approved the issuance of a Postal Ballot Notice to seek shareholder consent for the preferential allotment of convertible warrants and an increase in the investment limit under Section 186 of the Companies Act, 2013. The company has engaged National Securities Depository Limited (NSDL) to facilitate remote e-voting, which is scheduled to commence on Thursday, May 14, 2026, at 9:00 A.M. (IST) and conclude on Friday, June 12, 2026, at 5:00 P.M. (IST). Members of the company whose names appear in the Register of Members as on the cut-off date of Friday, May 08, 2026, are eligible to participate in the voting process.

Preferential Allotment of Warrants

The primary resolution seeks approval for the issuance of up to 2,17,50,000 (Two Crore Seventeen Lakhs Fifty Thousand) warrants convertible into fully paid-up equity shares. These warrants are proposed to be allotted on a preferential basis to Falcon Peak Fund (CEIC) LTD, a non-promoter entity, for a total cash consideration aggregating up to INR 21,75,00,000. The price of the warrants has been determined at INR 10 per warrant, based on a valuation report dated May 13, 2026, from an independent registered valuer.

The warrants will be convertible into equity shares of face value INR 10 each. Holders are required to pay 25% of the consideration at the time of allotment, with the balance 75% payable upon the exercise of the conversion option. The equity shares issued upon conversion will rank pari passu with existing shares. The proceeds from the issue are intended to be utilized for debt repayment and general corporate purposes, including working capital requirements and business expansion.

Investment Authorization and Scrutinizer Appointment

The second special resolution proposes to increase the limit for investments, loans, and guarantees under Section 186 of the Companies Act, 2013. The board seeks authorization to approve such transactions up to an overall limit of Rs. 100 Crores, subject to shareholder approval. This limit supersedes previous constraints and allows the board greater flexibility for corporate financial decisions.

To ensure the integrity of the voting process, the board has appointed Ms. Shubhangi Agarwal, a Practicing Company Secretary (Membership No. A63219, COP No. 23802), as the Scrutinizer. The results of the postal ballot are expected to be declared on or before Sunday, June 14, 2026. The notice and explanatory statement are available on the company’s website at https://clioinfotech.in/ .

Clio Infotech Limited has fulfilled its regulatory obligations by publishing newspaper advertisements for its upcoming Extra Ordinary General Meeting (EGM), as mandated under SEBI Listing Regulations. The company submitted the publication notice to BSE Limited on April 22, 2026, ensuring compliance with disclosure requirements.

EGM Schedule and Format

The company has scheduled its EGM for a specific date and time, adopting modern meeting formats to ensure shareholder participation.

Newspaper Publication Details

The company has published the EGM notice in both English and regional language newspapers to ensure wide dissemination of information among shareholders.

E-Voting Timeline and Process

The company has established a comprehensive e-voting schedule to facilitate shareholder participation in the decision-making process.

Company Information and Contact Details

Clio Infotech Limited operates from its registered office in Mumbai and maintains regular communication channels for shareholder queries.

The notice emphasizes the company's commitment to regulatory compliance and shareholder engagement through transparent communication and accessible voting mechanisms. Shareholders are advised to carefully read the complete EGM notice for detailed instructions on participation and voting procedures.