Hitech Corporation Limited has received the Letter of Offer (LOF) dated September 29, 2026, from Kreo Capital Private Limited on behalf of the acquirer, Geetanjali Trading and Investments Private Limited. This development follows the receipt of the Detailed Public Announcement (DPA) issued in accordance with SEBI (Delisting of Equity Shares) Regulations, 2021.

The Board passed a circular resolution on September 29, 2026, under Regulation 28, constituting a Committee of Independent Directors to provide reasoned recommendations on the voluntary delisting from BSE and NSE. The committee is tasked with evaluating the offer to protect minority shareholder interests during the reverse book building process.

Composition of the independent director committee

The newly formed Committee of Independent Directors comprises five members. Their role is critical in ensuring that the interests of minority shareholders are protected during the reverse book building process.

Delisting offer details and pricing

The acquirer proposes to acquire up to 43,91,220 equity shares held by public shareholders, representing 25.57% of the total paid-up equity share capital. The DPA was published in Business Standard, Navbharat Times, and Mumbai Lakshadeep on September 28, 2026, following in-principle approval from both stock exchanges on September 25, 2026.

The acquirer has set an indicative price of ₹353 per equity share for the reverse book building (RBB) process. The floor price, determined by an independent registered valuer, stands at ₹252 per share. The total escrow amount deposited by the acquirer is ₹155.01 crore, calculated based on the indicative price and the number of public shares as of September 28, 2026.

IDC recommendations on delisting offer

On September 30, 2026, the Committee of Independent Directors (IDC) submitted its recommendations to the stock exchanges, declaring the delisting offer fair and reasonable. The committee unanimously approved the recommendation after reviewing the Initial Public Announcement, valuation reports, board approvals, and shareholder resolutions.

The IDC highlighted that the indicative price of ₹353 per share exceeds the lifetime high price of the company's equity shares on the exchanges. Furthermore, this price represents approximately 2.11 times the last traded price prior to the announcement of the delisting offer. The committee noted that the offer provides an immediate liquidity option for public shareholders who might otherwise find it difficult to exit large positions without impacting the market price.

The IDC advised public shareholders to independently evaluate the offer and the company's market performance before bidding in the reverse book building process. The recommendations were unanimously approved, with no external professional advisor other than the registered valuer attending the meeting.

Schedule of activities

The bid period for public shareholders to tender their shares will commence on October 7, 2026, and close on October 13, 2026. The discovered price will be determined through the RBB mechanism, subject to acceptance by the acquirer. Key dates in the delisting timeline are outlined below:

Regulatory framework and conditions

Both exchanges outlined specific conditions that must be met before final approval is issued. The company is required to seek prior approval from all recognized stock exchanges where it is listed. Furthermore, the company, along with the acquirer and the manager to the delisting offer, must comply with all applicable provisions of the Delisting Regulations.

A critical condition involves legal standing. The company must confirm that there are no pending litigations or actions against it pertaining to its activities in the securities market or any other matter having a material bearing on the interests of its equity shareholders.

The approvals were issued under Regulation 12 of the SEBI (Delisting of Equity Shares) Regulations, 2021. The exchanges reserved the right to withdraw the in-principle approval at any later stage if the information submitted is found to be incomplete, incorrect, misleading, or false. This includes any contravention of exchange rules, bye-laws, regulations, or guidelines issued by statutory authorities.

It is clarified that this in-principle approval shall not be construed as final approval for delisting. The final approval will be issued only after all specified compliances are verified by the respective exchanges.

Hitech Corporation Limited has confirmed that all four ordinary resolutions transacted at its 35th Annual General Meeting (AGM) held on September 24, 2026, were approved by shareholders with the requisite majority. The company submitted the scrutinizer's report and voting results to stock exchanges on September 25, 2026.

The meeting was conducted through video conferencing and other audio-visual means, in compliance with Ministry of Corporate Affairs and SEBI regulations. The proceedings commenced at 3:30 pm and concluded at 4:31 pm. Dr. Sivaram Swaminathan, Chairman of the Company, chaired the session. The requisite quorum was present, with 48 members attending the meeting, comprising four from the promoter group and 44 public shareholders.

Resolutions Transacted

The notice convening the AGM dated May 20, 2026, outlined four key items of ordinary business. These were voted upon via remote e-voting prior to and during the meeting. The scrutinizer's report confirms that each resolution received overwhelming support.

Voting Results Breakdown

Mayank Arora, Proprietor of M/s Mayank Arora & Co., served as the scrutinizer for the voting process. Remote e-voting was available from September 21 to September 23, 2026. Members who did not vote remotely could cast their votes electronically during the AGM. Voting remained open for 15 minutes after the meeting's conclusion.

For Resolutions 1, 2, and 3, a total of 12,534,203 valid votes were cast. Of these, 12,534,189 votes (99.9999%) were in favour, while only 14 votes (0.0001%) were against. No invalid votes were recorded for these items.

Resolution 4, concerning the material related party transaction with Asian Paints Limited, saw different participation dynamics due to promoter exclusion rules. The total valid votes cast stood at 38,813. Promoters and promoter group votes were excluded from this calculation as they are interested in the transaction. Among the eligible voters, 38,799 votes (99.9639%) supported the resolution, while 14 votes (0.0361%) opposed it.

Meeting Proceedings and Attendance

All directors were present except Kalpana Merchant, Independent Director and Chairperson of the Stakeholder Relationship Committee, who was absent due to pre-occupation. Representatives from Kalyaniwalla & Mistry LLP, Statutory Auditors, and Niles Shah & Associates, Secretarial Auditors, attended via video conference. The auditors' reports contained no qualifications or observations.

Thirteen shareholder speakers raised queries regarding financial performance and other relevant matters during the open house session. The Managing Director provided clarifications and invited written submissions for any unanswered questions.

What the Numbers Show

The voting data highlights a significant disparity in shareholder engagement between routine financial approvals and related party transactions. While over 72.97% of outstanding shares voted on the financial statements and dividend declaration, participation dropped to just 0.22% for the Asian Paints transaction. This low turnout is partly structural, as promoters holding 12,784,480 shares (74.4% of total outstanding) were barred from voting on Resolution 4 due to their interest in the deal. Consequently, the outcome relied entirely on the minority public shareholders, specifically non-institutional investors who cast 38,813 votes against a total public holding of 4,391,220 shares.