Rose merc Limited has announced the forfeiture of ₹3,30,17,550 from convertible warrants that lapsed due to non-exercise of conversion options by warrant holders. The company informed BSE Limited on March 30, 2026, about this regulatory compliance action involving 8,64,268 warrants allotted to non-promoters across multiple tranches.

Warrant Allotment and Forfeiture Details

The convertible warrants were issued on a preferential basis to non-promoters in various tranches between January 2024 and May 2024. As per SEBI regulations, warrant holders had 18 months from their respective allotment dates to exercise conversion options into equity shares. The company received ₹3,30,17,550 as the initial subscription amount, representing 25% of the total consideration for these warrants.

Tranche-wise Breakdown

The warrants were allotted across multiple tranches with varying lapse dates. The earliest tranche of 1,03,900 warrants was allotted on January 2, 2024, and lapsed on July 1, 2025. The largest individual allocation went to Atharva Sanjeev Latkar and Manjiri Sanjeev Latkar, each receiving 70,000 warrants worth ₹43,75,000 in forfeited amounts.

Regulatory Compliance and Board Approval

The forfeiture action complies with Regulation 169(3) of Chapter V of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. Under these provisions, when warrant holders fail to exercise conversion options within the stipulated timeframe, the initial subscription amount is automatically forfeited to the issuing company.

The Board of Directors approved the warrant forfeiture through a resolution passed via circulation under Section 175 of the Companies Act, 2013, on March 27, 2026. Managing Director Vaishali Parkar Kumar signed the regulatory intimation, ensuring compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Impact on Company Finances

The forfeited amount of ₹3,30,17,550 will be retained by Rose Merc Limited as per regulatory provisions. This represents the 25% initial subscription amount that warrant holders paid upon allotment. The forfeiture eliminates the potential dilution that would have occurred if all warrants were converted into equity shares, while providing the company with additional financial resources from the retained subscription amounts.

Rose merc Limited has completed the allotment of 4,21,111 convertible warrants to non-promoter investors on March 27, 2026. The allotment committee, which convened from 4:30 p.m. to 4:45 p.m., approved the issuance following BSE's in-principal approval granted vide letter no. LOD/PREF/DA/FIP/1859/2025-26 dated March 12, 2026.

Warrant Allotment Details

The convertible warrants were issued at Rs. 90 per warrant, including a premium of Rs. 80. Each warrant is convertible into one equity share at any time within 18 months from the date of allotment. The total consideration for the preferential issue amounts to Rs. 3,78,99,990.

Investor Distribution

The warrants were allocated among nine non-promoter investors, with Sachin Deshpande receiving the largest allocation of 1,27,778 warrants, followed by Salil Divakar Deshpande with 83,333 warrants.

Regulatory Compliance and Conversion Terms

The preferential issue was conducted pursuant to Chapter V of the SEBI ICDR Regulations, 2018, and applicable provisions of the Companies Act, 2013. The company has received Rs. 94,74,997.50, equivalent to 25% of the aggregate consideration as required under the regulations.

The proposed allottees must pay the remaining 75% of the consideration before converting warrants into equity shares. Each warrant can be converted into one equity share with a face value of Rs. 10. The warrants are convertible in one or more tranches within the specified 18-month tenure from the allotment date.