Icodex shareholders approve variation in IPO proceeds utilization

Icodex Publishing Solutions shareholders have approved two special resolutions seeking to modify the terms and timeline for the utilization of its Initial Public Offering (IPO) proceeds. The voting results were declared based on a postal ballot held through a remote e-voting system, with the final date for receipt of votes being August 14, 2026.

The company disclosed the results under Regulation 44 and Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The resolutions aimed to address variations in the objects or terms of utilization of the IPO proceeds and to ratify any deviations in the utilization of these funds towards the stated objects of the offer. The remote e-voting process began on July 17, 2026, at 9:00 am and concluded on August 14, 2026, at 5:00 pm.

Voting Breakdown

The resolutions required a special majority for passage. The total number of shareholders on the record date of July 10, 2026, was 921. A total of 11,638,478 votes were polled, representing 74.43% of the outstanding shares.

Category	Votes Polled	Votes In Favor	Votes Against	% In Favor
Promoter and Promoter Group	10,003,647	10,003,647	0	100%
Public - Non Institutions	1,634,831	1,612,831	22,000	98.65%
Public - Institutions	0	0	0	0%
Total	11,638,478	11,616,478	22,000	99.81%

Promoter and promoter group shareholders, holding 10,076,100 shares, cast all their polled votes (10,003,647) in favor of both resolutions. Among public non-institutional shareholders, who held 5,560,920 shares, 1,634,831 votes were polled. Of these, 1,612,831 votes supported the resolutions, while 22,000 votes were cast against them. No institutional investors participated in the voting process.

Scrutinizer’s Report

Kuldeep Dayaldas Ruchandani of KPRC & Associates served as the independent scrutinizer for the postal ballot. The scrutinizer appointed on July 10, 2026, issued the report on August 14, 2026, confirming that the resolutions were duly passed by the members of the company. No invalid votes were recorded across any shareholder category.

What the Numbers Show

The voting pattern reveals a distinct divergence between promoter and public non-institutional shareholders regarding the deviation in IPO fund usage. While promoters provided unanimous support, approximately 1.35% of the polled votes from public non-institutional shareholders opposed the resolution. This indicates a minority dissent among retail and non-institutional public investors concerning the modification of IPO proceeds utilization terms, despite the overall resolution passing with nearly universal support.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+2.72%	-1.04%	+0.53%	-13.67%	-50.74%	-50.74%

Icodex Publishing Solutions Limited has proposed to reallocate ₹9.07 crore of unutilised Initial Public Offering (IPO) proceeds to working capital requirements, subject to shareholder approval. The company’s board, in a meeting on July 10, 2026, approved the variation in the objects of utilisation of IPO proceeds and the ratification of a deviation amounting to ₹1.34 crore.

The IPO, conducted in August 2025, raised a total of ₹34.63 crore through a fresh issue and an offer for sale, with net proceeds of ₹29.41 crore. As of July 10, 2026, ₹9.07 crore remained unutilised. The company plans to transfer ₹7.95 crore from the funds allocated for purchasing new office premises and ₹1.12 crore from the allocation for purchasing hardware to the working capital requirement.

Proposed Reallocation of Funds

The following table details the proposed variation in the utilisation of the net proceeds:

Sr. No.	Original Objects of the IPO	Total Amount Raised (₹ Cr)	Amount Utilised as on March 31, 2026 (₹ Cr)	Amount Unutilized as on March 31, 2026 (₹ Cr)	Revised Amount After Variation (₹ Cr)
1.	Purchase of new office premises	16.69	7.40	7.95	NIL
2.	Purchase of hardware for new office	1.12	NIL	1.12	NIL
3.	Working capital requirement	5.20	5.20	NIL	9.07
4.	General Corporate Purposes	6.40	6.40	NIL	NA
Total	29.41	19.00	9.07	9.07

Ratification of Deviation

The company has also sought ratification for a deviation of ₹1.34 crore. A monitoring agency report observed that funds earmarked for purchasing office premises were utilised for interior works and fit-outs. While the company states this expenditure is intrinsically linked to making the premises operational, it does not strictly fall within the stated object of purchasing the premises as disclosed in the prospectus.

Postal Ballot and E-Voting Details

The company has dispatched the notice of postal ballot and the explanatory statement to members on July 16, 2026. The voting period for the remote e-voting process commences at 09:00 A.M. on July 17, 2026, and concludes at 05:00 P.M. on August 14, 2026. Mr. Kuldeep Ruchandani, Practicing Company Secretary and Partner at KPRC and Associates, has been appointed as the scrutinizer for the process.

Shareholders who have not registered their email addresses are requested to update them with the Registrar and Share Transfer Agent, Cameo Corporate Services Limited, to receive the postal ballot notice electronically.