Laxmi Dental has scheduled its 22nd Annual General Meeting for September 25, 2026, to seek shareholder approval for a significant variation in the utilisation of its Initial Public Offering proceeds. The company aims to deploy ₹481.03 million of unutilised funds towards acquiring land and constructing a dedicated manufacturing facility.

The meeting will be conducted through video conferencing or other audio-visual means, as permitted by Ministry of Corporate Affairs circulars. Shareholders on record as of September 18, 2026, will be eligible to vote via remote e-voting or during the meeting.

Proposed Variation in IPO Proceeds

Laxmi Dental raised a net ₹1,281.70 million from its fresh issue component in FY25. As of August 18, 2026, the company has utilised ₹800.67 million, representing 62.47% of the total net proceeds. The remaining balance is earmarked for reallocation from original capital expenditure objects to new infrastructure projects.

The unutilised amounts from machinery purchases—originally intended for Laxmi Dental and its subsidiary Bizdent Devices Private Limited—will be redirected. This shift follows the board's approval in March 2026 to merge Bizdent Devices with the parent company, pending Regional Director approval.

New Infrastructure Objectives

The reallocated funds will finance two new primary objectives over financial years 2027 and 2028:

• Acquisition of land and construction of building infrastructure for a dental laboratory and aligner facility (₹268.96 million).
• Purchase of movable assets, including machinery, computers, and office equipment for the new facility (₹212.07 million).

The board justified this variation by citing increased demand for digital dentistry solutions and clear aligners. The current leased premises are no longer sufficient for scaling operations. A self-owned facility is expected to reduce recurring rental costs, mitigate lease escalation risks, and provide approximately three times the current production space.

What the Numbers Show

The disparity between capital deployment rates highlights a strategic pivot. While debt repayment and general corporate purposes were fully executed, capital expenditure on machinery lagged significantly. Only 40.87% of the allocated funds for company machinery and 10.51% for subsidiary machinery were utilised. This underutilisation suggests that immediate equipment needs were lower than projected during the IPO prospectus filing, allowing management to redirect substantial liquidity toward long-term fixed assets like land and buildings instead.

Governance and Voting

The resolution requires approval by members holding not less than 90% of the votes cast. If this threshold is not met, despite passing as a special resolution, the variation will not be implemented, and exit opportunity provisions under SEBI ICDR Regulations will not apply.

Mr. Rajesh Vrajlal Khakhar, Whole-time Director, will also seek reappointment by rotation. His remuneration remains at ₹93.00 million, with an approved ceiling of up to ₹120.96 million irrespective of profit levels.

Laxmi Dental board of directors approved the allotment of 7,911 equity shares under its stock option scheme and proposed a variation in the utilization of initial public offering proceeds during a meeting on August 27, 2026.

The company seeks shareholder approval to reallocate unutilized funds toward acquiring land and constructing a new manufacturing facility for dental laboratories and aligners.

ESOP Allotment Details

The board approved the allotment of 7,911 equity shares with a face value of ₹2 each to eligible employees and subsidiaries pursuant to the exercise of vested options under the Laxmi Dental Stock Option Scheme 2024.

Consequent to this allotment, the paid-up equity share capital increased from 5,50,21,509 shares to 5,50,29,420 shares. The total issued share capital stands at ₹11,00,58,840. The newly allotted shares rank pari-passu with existing equity shares and carry no lock-in period.

Proposed Variation in IPO Proceeds

The company proposed varying the objects of its IPO proceeds, which totaled ₹1,281.70 million. As on August 18, 2026, ₹800.67 million (62.47%) had been utilized. The remaining unutilized amount of ₹481.03 million is proposed to be reallocated to two new objects:

Funds originally earmarked for capital expenditure on machinery for the company and its subsidiary, Bizdent Devices Private Limited (BDPL), are being shifted to these new objects. This reallocation follows the board’s approval in March 2026 to merge BDPL with the parent company, a process pending Regional Director approval.

Trading Window Closure

Pursuant to SEBI regulations, the trading window for designated persons remains closed from August 27, 2026, until 48 hours after the declaration of voting results for the shareholders’ meeting regarding the proposed variation.