Rose Merc Limited announced significant corporate developments following its Board of Directors meeting held on April 10, 2026. The company approved a substantial investment in the fintech sector while simultaneously divesting stakes in two associate companies and addressing lapsed warrant obligations.

Strategic Investment in Virtual Gain Technologies

The board approved an investment of ₹1,00,00,000 in Virtual Gain Technologies Private Limited, a Pune-based fintech company incorporated in 2017. This investment will be executed through subscription to 4,288 equity shares at ₹2,332 per share, representing 30.01% of Virtual Gain's post-issued share capital on a fully diluted basis.

Virtual Gain Technologies operates in the fintech sector, developing online market platforms for virtual digital assets, digital payments, P2P payments, e-wallet services, and Bharat bill payment system services. The company has demonstrated consistent revenue growth over the past three years:

Divestment of Associate Company Stakes

Rose Merc simultaneously approved the sale of equity stakes in two associate companies, both transactions completed with Mr. Santosh Gavade, a non-promoter buyer.

Kaale and Rose Merc Advisors Private Limited

Parshuram Creative Craft Private Limited

Both companies will cease to be associate companies of Rose Merc following these divestments. The transactions were conducted at arm's length with non-related parties.

Warrant Forfeiture

The board addressed the forfeiture of lapsed convertible warrants totaling ₹56,25,000. Two warrant holders failed to exercise their conversion options within the mandatory 18-month period:

The warrants were allotted on October 9, 2024, and lapsed on April 9, 2026, as per SEBI regulations.

Strategic Rationale

Rose Merc's investment in Virtual Gain Technologies aligns with its strategic goal of entering India's fintech sector. The acquisition will enable collaboration opportunities and facilitate the development of Rose Merc's own fintech division, subject to necessary regulatory approvals. Upon completion of the transaction, Rose Merc plans to appoint majority directors on Virtual Gain's Board of Directors, ensuring strategic control over the investment.

The board meeting commenced at 4:00 PM and concluded at 5:00 PM on April 10, 2026, with Managing Director Vaishali Parkar Kumar overseeing the proceedings.

Rose merc Limited has submitted its quarterly compliance certificate to BSE Limited, fulfilling regulatory requirements under SEBI's depositories framework. The filing, dated April 10, 2026, covers the quarter ended March 31, 2026.

Regulatory Compliance Filing

The company filed its certificate under Regulation 74(5) of the SEBI (Depositories and Participants) Regulations, 2018 with BSE Limited. The certificate was received from MUFG Intime India Private Limited, the company's registrar and share transfer agent.

Certificate Confirmation

MUFG Intime India Private Limited, formerly Link Intime India Private Limited, issued the confirmation certificate on April 1, 2026. The registrar confirmed that securities received from depository participants for dematerialization during the quarter were properly processed within prescribed timelines.

The certificate confirms several key compliance aspects:

• Securities received for dematerialization were confirmed to depositories
• Security certificates were mutilated and cancelled after verification
• Depository names were substituted in the register of members as registered owners
• All procedures were completed within prescribed timelines

Corporate Information

Rose Merc Limited operates from its registered office at 15/B/4, New Sion CHS Swami Vallabhdas Road, Sion West, Mumbai. The company is incorporated under CIN L93190MH1985PLC035078 and maintains GSTIN 27AACCR3663B1ZM.

Registrar Details

MUFG Intime India Private Limited serves as the company's registrar and share transfer agent. The registrar operates from C-101, Embassy 247, L.B.S. Marg, Vikhroli West, Mumbai, and holds CIN U67190MH1999PTC118368. Ashok Shetty, Sr. Vice President-Corporate Registry, signed the confirmation certificate on behalf of the registrar.

This quarterly filing represents routine regulatory compliance, ensuring transparency in the company's share transfer and dematerialization processes as mandated by SEBI regulations.