Kalyani Cast Tech Limited has scheduled an Extraordinary General Meeting (EGM) on July 28, 2026, to seek shareholder approval for the preferential issue of 3,23,123 convertible equity warrants at ₹582 each, aggregating ₹18,80,57,586. The warrants, convertible into one equity share of ₹10 face value each within 18 months, aim to bolster the company's financial resources for capital expenditure, working capital requirements, and general corporate purposes. The issue price includes a warrant subscription price of 25% payable upfront and an exercise price of 75% payable at the time of conversion.

Allotment Structure

The preferential allotment will see six promoter group investors and one non-promoter subscribe to the warrants. Ms. Jayashree Kumar, Whole Time Director, is the largest proposed allottee with 89,708 warrants, while Mr. Sanskar Bangani and Ms. Sumbul Khan will receive 1,07,708 and 1,07,707 warrants respectively. The issue is subject to regulatory and shareholder approvals.

The following table outlines the proposed warrant allotment to various investors:

Utilization of Proceeds

The company intends to utilize the net proceeds of ₹18,80,57,586 towards specific developmental and operational needs. An estimated ₹10,00,00,000 is allocated for capital expenditure related to the development, expansion, and modernization of rail terminal infrastructure and allied facilities. Additionally, ₹5,50,00,000 will be directed towards meeting working capital requirements for rail operations, including freight, logistics, and maintenance. The remaining ₹3,30,57,586 is earmarked for general corporate purposes, subject to the condition that not more than 25% of the consideration received for the allotment of convertible warrants shall be utilized for this objective.

Pricing and Regulatory Framework

The issue price of ₹582 per warrant was determined in accordance with Chapter V of the SEBI ICDR Regulations, based on the higher of the 90-day or 10-day volume weighted average price (VWAP) preceding the relevant date of June 25, 2026. The 90-day VWAP was ₹581.64, and the 10-day VWAP was ₹581.09. The company has voluntarily obtained a valuation report from an independent registered valuer, Mr. Mohit Jain, despite the issue not resulting in a change in control. The allotment is structured in accordance with Section 42 and Section 62(1)(c) of the Companies Act, 2013.

EGM and Voting Details

To facilitate the transaction, the board has scheduled the EGM for July 28, 2026, at 12:00 PM via video conferencing. The company has fixed July 21, 2026, as the record date to determine member eligibility for voting. Remote e-voting will be available from July 25, 2026, at 09:00 AM to July 27, 2026, at 05:00 PM. Shareholder approval is critical for the issuance to proceed as planned.

Kalyani Cast Tech Limited has scheduled a board meeting for June 30, 2026, to consider the preferential allotment of equity shares and convertible securities, including warrants. The meeting, to be held at the company's registered office in Delhi, will also determine the issue price subject to applicable laws and shareholder approvals.

The board's decision aims to raise capital through the issuance of securities on a preferential basis under the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. Any allotment will require regulatory and statutory approvals, including the consent of the company's shareholders.

In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, and the company's internal code of conduct, the trading window for dealing in the equity shares of the company has been closed. The restriction is effective from June 23, 2026, for all designated persons and their immediate relatives. The window will remain closed until 48 hours after the board meeting's outcome is made public.

The regulatory filing was submitted to BSE Limited under Regulation 29(1)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The intimation was signed by Jayashree Kumar, Whole Time Director of Kalyani Cast Tech Limited.

Key Meeting Details