Rose Merc Limited's Allotment Committee, constituted by the Board of Directors, approved the allotment of 61,861 fully paid-up equity shares upon conversion of warrants at a meeting held on April 30, 2026. The shares carry a face value of Rs.10 each and were allotted at Rs.90 per share, which includes a premium of Rs.80.

Allotment Details

The conversion of warrants resulted in equity shares being allotted to five allottees. The distribution includes one promoter and four non-promoters. Kirti Chunilal Savla, categorized as a promoter, received 11,111 shares. Among non-promoters, Sachin Deshpande was allotted 50,000 shares, while Sunil K Gawad, Ravindra Hareshwar Churi, and Siddharth Pramod Bhatkar each received 250 shares.

Capital Structure Impact

Following the allotment, the company's paid-up capital stands at Rs.6,14,36,850, comprising 61,43,685 equity shares of Rs.10 each. The existing share capital prior to this allotment was 60,81,824 equity shares aggregating to Rs.6,08,18,240. The conversion of warrants added 61,861 equity shares amounting to Rs.6,18,610 to the equity share capital.

The committee meeting commenced at 5:45 p.m. and concluded at 6:00 p.m. on April 30, 2026, at the company's registered office in Sion West, Mumbai. The disclosure was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Rose merc Limited has announced the signing of a Share Subscription Agreement (SSA) to acquire a significant stake in Virtual Gain Technologies Private Limited, marking the company's strategic entry into India's fintech sector. The transaction, valued at Rs.1,00,00,000, will give Rose Merc a 30.01% stake in the target company.

Transaction Details

The acquisition structure involves Rose Merc subscribing to 4,288 equity shares of Virtual Gain Technologies, each with a face value of Rs.10. The shares are priced at Rs.2,332 per share, resulting in the total transaction value of Rs.1,00,00,000.

About Virtual Gain Technologies

Virtual Gain Technologies Private Limited, incorporated on June 9, 2017, operates as a fintech and technical service provider. The company is engaged in developing online market platforms to facilitate sale, purchase, import, export, and trade of virtual digital assets, digital payments, P2P payments, e-wallet services, and Bharat bill payment system services.

The target company has demonstrated consistent revenue growth over the past three years, reflecting its expanding business operations in the fintech space.

Strategic Rationale

This acquisition represents Rose Merc's strategic initiative to collaborate with a fintech service provider and establish its presence in India's fintech sector. The company aims to develop its own fintech division through this partnership, subject to obtaining necessary authorizations, consents, and approvals from shareholders and relevant governmental and regulatory authorities.

Governance and Control Rights

Upon completion of the transaction, Rose Merc will gain significant control over Virtual Gain Technologies' operations. The company will be entitled to appoint majority directors on Virtual's Board of Directors and will have reserved matters requiring its prior approval. Additionally, Rose Merc will receive further funding and anti-dilution rights, which will be formalized in a shareholders agreement.

Regulatory and Completion Timeline

The transaction does not constitute a related party transaction, as the promoter, promoter group, and group companies have no existing interest in Virtual Gain Technologies. No specific governmental or regulatory approvals are required for this acquisition. The parties expect to complete the transaction within the timeframe agreed under the SSA, subject to satisfactory completion of due diligence and fulfillment of other conditions precedent.