DiGiSPICE Technologies Executive Director Rohit Ahuja Steps Down After Completion of Term

digispice technologies Limited has informed stock exchanges of a change in its Key Managerial Personnel, with Executive Director Rohit Ahuja ceasing to hold office upon the completion of his term on 4th May 2026. The disclosure was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Resignation Details

The company had previously communicated the development to exchanges on 12th February 2026, when Ahuja formally conveyed his intention not to seek re-appointment as Executive Director after the conclusion of his current term. His resignation letter, submitted to the Board of Directors on 12th February 2026, cited personal exigencies as the reason for not continuing in the role.

The key details of the change in Key Managerial Personnel are summarised below:

Parameter:	Details
Name:	Rohit Ahuja
Designation:	Executive Director
Date of Cessation:	4th May 2026
Reason:	Personal Exigencies (completion of term, not seeking re-appointment)
Prior Intimation Date:	12th February 2026

Ahuja's Tenure and Acknowledgement

In his resignation letter addressed to the Board of Directors of DiGiSPICE Technologies Limited, Ahuja expressed gratitude for the opportunities and experiences gained during his association with the company. He noted that he had been with the organisation for approximately 10 years and acknowledged the support and guidance extended to him during this period.

Regulatory Compliance

The company's disclosure was signed by Pankaj Arora, Company Secretary and Compliance Officer of DiGiSPICE Technologies Limited. The resignation letter, detailing the reasons provided by Ahuja, was attached to the exchange filing in accordance with Para 7C, Part A of Schedule III of the Listing Regulations. The company has requested the stock exchanges to take the information on record.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+0.62%	+0.05%	+30.69%	-15.89%	+11.16%	-32.85%

The National Company Law Tribunal (NCLT), Principal Bench, New Delhi, has issued an order dated April 22, 2026, directing digispice technologies to convene a meeting of its equity shareholders through video conferencing or other audio visual means. The meeting will consider the Scheme of Amalgamation involving DiGiSPICE Technologies Limited as the transferee company and Spice Money Limited, E-Arth Travel Solutions Private Limited, and Vikasni Fintech Private Limited as transferor companies.

The Tribunal has dispensed with the requirement of convening meetings for shareholders and secured and unsecured creditors of the three transferor companies. This decision was based on consent affidavits received from requisite stakeholders. For Transferor Company 1 (Spice Money Limited), consent affidavits were received from equity shareholders representing 98.77% in value, 100% of preference shareholders, secured creditors representing 96.38% in value, and unsecured creditors representing 90.17% in value. Transferor Companies 2 and 3 had nil secured creditors, and their shareholders and unsecured creditors provided requisite consents.

Share Exchange Ratio and Capital Structure

The Scheme proposes a share exchange ratio of 126 equity shares of INR 3 each fully paid-up of DiGiSPICE Technologies Limited for every 100 equity shares of INR 10 each fully paid-up held in Spice Money Limited. The authorized and issued capital details of all four companies are as follows:

Company	Authorized Share Capital	Issued, Paid Up and Subscribed Share Capital
Transferor Company 1	6,70,00,000 Equity Shares of INR 10 each (Rs. 67,00,00,000) 3,30,00,000 Preference Shares of INR 10 each (Rs. 33,00,00,000)	4,40,02,975 Equity Shares of INR 10 each (Rs. 44,00,29,750) 8,69,030 Class B Equity Shares of INR 10 each (Rs. 86,90,300) 1,30,00,000 Preference Shares of INR 10 each (Rs. 13,00,00,000)
Transferor Company 2	150,000 Equity Shares of INR 10 each (Rs. 1,500,000)	15,000 Equity Shares of INR 10 each (Rs. 150,000)
Transferor Company 3	50,000 Equity Shares of INR 10 each (Rs. 500,000)	10,000 Equity Shares of INR 10 each (Rs. 100,000)
Transferee Company	41,35,00,000 equity shares of INR 3 each (Rs. 124,05,00,000)	23,44,71,106 equity shares of INR 3 each (Rs. 70,34,13,318)

Meeting Appointments and Procedures

The NCLT appointed Mr. Ashutosh Gupta, Advocate, as Chairperson and Mr. Suman Kumar Jha, Advocate, as Alternate Chairperson for the equity shareholder meeting of DiGiSPICE Technologies Limited. Ms. CS Aditi Agarwal has been appointed as Scrutinizer. The Chairperson's fee is set at Rs 2,00,000, the Alternate Chairperson's fee at Rs 1,50,000, and the Scrutinizer's fee at Rs 1,00,000, plus reimbursement of incidental expenses.

The quorum for the meeting shall not be less than 75% of equity shareholders in value. If the quorum is not present at the commencement, the meeting will be adjourned by 30 minutes, after which the equity shareholders present shall constitute the quorum. Notice of the meeting must be published in Financial Express (English, Delhi Edition) and Jansatta (Hindi, Delhi Edition) with at least 30 clear days before the meeting.

Regulatory Compliance

The Board of Directors of all applicant companies approved the proposed Scheme of Amalgamation on August 8, 2024. The valuation report was issued by Resonate Valutech LLP on August 8, 2024, and the fairness opinion by D & A Financial Services (P) Ltd. on August 9, 2024. RBI issued a no-objection dated July 9, 2025, and observation letters were received from BSE on September 18, 2025, and NSE on September 19, 2025. The companies have stated that there is no requirement for notice to or approval from the Competition Commission of India.