Pro CLB Global Limited has initiated a postal ballot to seek shareholder approval for the preferential issuance of convertible warrants aggregating up to ₹37,39,78,850. The move aims to raise capital for strategic investments in digital media and logistics sectors, with voting open from August 1, 2026, to August 30, 2026. This funding round is designed to expand the company’s operational footprint while maintaining existing management control.

The Board of Directors approved the proposal on July 29, 2026, subject to member consent via special resolution. The company will issue up to 1,16,14,250 Convertible Warrants at a price of ₹32.20 per warrant. Each warrant is convertible into one fully paid-up equity share of ₹10 face value, with a premium of ₹22.20 per share. The relevant date for determining the floor price was July 31, 2026. Practicing Company Secretary Rohit Bhatia has been appointed as the scrutinizer for the postal ballot process.

Proceeds Utilization

The company intends to deploy the raised funds across specific strategic initiatives and general corporate needs. The allocation reflects a focus on technology-enabled services and digital infrastructure.

The ₹24.00 crore investment in K Globs Digital Media Private Limited is earmarked for developing "Kubera Now," a digital TV channel and media platform. The ₹3.00 crore stake in Myzek Logistics Private Limited supports expansion in technology-enabled logistics services. The remaining ₹9.00 crore will address general corporate requirements.

Issue Terms and Shareholding

Warrant holders must pay 25% of the issue price before allotment and the balance before exercising conversion options. The tenure of the warrants shall not exceed 18 months from allotment. Upon exercise, the resulting equity shares will rank pari-passu with existing shares. Allottees include non-promoter investors such as Mideast Healthcare Pvt Ltd (700,000 warrants) and Rajnikant Chandulal Shukla HUF (650,000 warrants). CEO Monil Navinchandra Vora intends to subscribe to 1,00,000 warrants.

Additional Resolutions

Shareholders are also voting on resolutions to authorize the Board to borrow up to ₹1,00,00,00,000 under Section 180(1)(c) of the Companies Act, 2013, and to make investments or provide guarantees exceeding limits specified under Section 186. These approvals aim to enhance financial flexibility for future projects and working capital needs. The results of the remote e-voting will be declared on or before September 1, 2026.

Pro CLB Global Limited has executed a strategic investment and share subscription agreement with K Globes Digital Media Private Limited, positioning itself to acquire a controlling stake in the digital media firm. The agreement, signed on July 29, 2026, allows Pro CLB Global to invest up to ₹30 crore in equity shares, potentially increasing its shareholding to 90% of K Globes Digital Media’s paid-up capital. This move grants Pro CLB Global significant management rights, including the appointment of majority directors and key executives, while funding the expansion of the Kubera Now Media Network across television, digital platforms, and print publications.

The transaction was disclosed pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The agreement supersedes a Memorandum of Understanding dated June 1, 2026, which outlined the initial framework for strategic collaboration. Under the new definitive terms, Pro CLB Global acts as the strategic investor and holding company, while K Globes Digital Media operates as the target entity engaged in television broadcasting, financial news, and digital marketing.

Investment Structure and Control

The investment will be made in one or more tranches, entirely at the discretion of Pro CLB Global. There is no fixed commitment to deploy the full ₹30 crore; actual disbursements depend on project requirements, business growth, valuation, and regulatory approvals. Every allotment requires approval from the Board of Directors of K Globes Digital Media and must comply with the Companies Act, 2013, FEMA, and other applicable laws.

Upon acquiring a majority shareholding, Pro CLB Global gains extensive management rights. These include the authority to appoint majority directors, nominate the Managing Director, CFO, and Company Secretary, and approve the annual budget. Additionally, Pro CLB Global holds pre-emptive rights for future funding rounds and must provide prior written consent for reserved matters such as further share issuances, asset disposals, mergers, or changes to business objects.

Use of Funds and Operational Scope

Funds subscribed by Pro CLB Global are restricted to specific operational areas within K Globes Digital Media. These include media expansion, television broadcasting, technology and software development, content creation, marketing, working capital, and the acquisition of licenses. The core objective is the development of the Kubera Now Media Network, encompassing digital portals, TV channels, and corporate communication services.

Promoters of K Globes Digital Media are subject to a three-year lock-in period regarding the transfer of controlling interest without Pro CLB Global’s written approval. Furthermore, a non-compete clause prohibits promoters from establishing competing Gujarati business news platforms during the agreement term and for two years thereafter. Disputes arising from the agreement will be resolved through arbitration in Ahmedabad, Gujarat, under the Arbitration and Conciliation Act, 1996.

What the Numbers Show

The structure of this agreement highlights a phased approach to consolidation rather than an immediate lump-sum acquisition. By retaining discretion over tranche sizes and linking investments to specific project milestones, Pro CLB Global mitigates upfront capital risk while securing long-term strategic control. The 90% ceiling on shareholding suggests that existing promoters may retain a minority stake, aligning their interests with the new majority owner while ensuring Pro CLB Global dictates corporate strategy through board dominance and reserved matter approvals.