NTC Industries shareholders approved a preferential issue of warrants to the promoter group during its 35th Annual General Meeting held on August 25, 2026. The meeting also saw the reappointment of Executive Whole Time Director Tapan Kumar Chakraborty.

The virtual meeting, conducted via Video Conferencing and Other Audio Visual Means, commenced at 12:30 pm and concluded at 1:10 pm. Mr. Niraj Sinha, Non-Executive Director and Chairman of the Corporate Social Responsibility Committee, chaired the proceedings. The Board confirmed that all directors and statutory auditors were present.

Business Transacted

The agenda included two items of ordinary business and one item of special business. Shareholders exercised their voting rights through remote e-voting, which ran from August 22 to August 24, 2026, and via electronic voting during the meeting facilitated by National Securities Depository Limited.

Mr. Avijit Maity, Managing Director, and other directors participated in the session. The Chairman briefed members on the company’s operations and the broader economic environment before addressing the agenda items. Chief Financial Officer Vivek Soni responded to member queries regarding the financial performance and proposed resolutions.

Governance and Compliance

Ms. Prachi Bhartia, Practicing Company Secretary (ACS No. 53022, CP No. 22964), served as the scrutinizer for the voting process. Ms. Tanya Bansal, Company Secretary and Compliance Officer, oversaw the meeting logistics and compliance with SEBI Listing Regulations and MCA circulars. The company stated that the consolidated voting results would be declared upon receipt of the scrutinizer’s report and subsequently uploaded to its website.

Voting Participation Details

As per the scrutinizer's report, the record date for the meeting was August 18, 2026, with a total of 9,317 shareholders on record. The voting participation was limited to public non-institutional shareholders, as promoters and public institutions did not cast votes.

All three resolutions were passed with the requisite majority. There were no invalid votes recorded for any category.

NTC Industries ntc industries has scheduled its 35th Annual General Meeting (AGM) for August 25, 2026, to seek shareholder approval for a preferential issuance of convertible equity warrants aggregating up to ₹27,50,00,000. The company aims to raise capital by issuing 17,18,750 warrants at an issue price of ₹160 per warrant, a move designed to fund long-term capital requirements for business expansion and increased manufacturing capacity. This financing structure allows promoters to inject capital without immediate dilution of voting rights, as the warrants carry no voting or dividend rights until converted into equity shares within 18 months.

The proposal requires a special resolution from shareholders, mandated under Section 62(1)(c) of the Companies Act, 2013 and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. The Board of Directors approved the issue in its meeting held on July 31, 2026. The relevant date for determining the floor price was July 24, 2026, being 30 days prior to the proposed AGM date. An independent registered valuer, Mr. Naveen Khandelwal, valued the equity shares at ₹149.01, supporting the compliance of the issue price with regulatory pricing guidelines. The AGM will be conducted through Video Conferencing or Other Audio Visual Means, in compliance with Ministry of Corporate Affairs circulars.

Proposed Allottees

The warrants are to be issued exclusively to promoter category allottees who have existing shareholdings in the company. Upon conversion, each warrant will entitle the holder to subscribe to one equity share of face value ₹10. The resulting equity shares will rank pari-passu with existing shares and will be subject to lock-in periods as prescribed by SEBI regulations.

Utilization of Proceeds

The company has outlined specific objects for the utilization of the issue proceeds, assuming 100% conversion of warrants within the stipulated time. The funds are expected to be utilized within 12 months from receipt. Since the proceeds do not exceed ₹100 crore, the company is not required to appoint a monitoring agency under Regulation 162A of the SEBI ICDR Regulations. Pending utilization, funds may be temporarily invested in creditworthy instruments such as money market mutual funds and bank deposits.

What the Numbers Show

The preferential issue is structured entirely towards promoter entities, indicating a strong commitment from the promoters to fund the company’s growth initiatives without diluting control to external parties. The issue price of ₹160 is set above the independent valuer’s estimate of ₹149.01, ensuring fair valuation compliance. With no change in management or control anticipated, the transaction reinforces promoter confidence while providing the necessary capital for operational expansion.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE920C01017/a0bf63ea-4be4-4dc9-9f9d-feb7f2e62e8c.pdf