Sancode Technologies Acquires Remaining Stake to Make Sancode Semi Wholly Owned Subsidiary

Sancode Technologies Limited has successfully completed the acquisition of the remaining equity stake in Sancode Semi Private Limited, making it a wholly owned subsidiary with effect from March 25, 2026. The Board of Directors approved this strategic move during their meeting held on March 25, 2026, which ran from 04:30 PM to 05:00 PM.

Acquisition Details

The company acquired the remaining 1 equity share of face value Rs. 10 each, representing a 0.01% stake in Sancode Semi Private Limited. This acquisition was completed through cash consideration for a total amount of Rs. 10, bringing Sancode Technologies' shareholding to 100%.

Parameter:	Details
Shares Acquired:	1 Equity Share
Face Value:	Rs. 10 per share
Total Consideration:	Rs. 10
Shareholding Acquired:	0.01% (completing 100% ownership)
Nature of Consideration:	Cash
Effective Date:	March 25, 2026

About Sancode Semi Private Limited

Sancode Semi Private Limited operates in the semiconductor manufacturing sector with an authorized capital of Rs. 10,00,000 divided into 1,00,000 equity shares of face value Rs. 10 each. As a newly incorporated company, it does not have any historical turnover data for the past three years.

The subsidiary's business activities encompass:

Manufacturing, designing, and developing semiconductors
Assembling, importing, and exporting integrated circuits and microchips
Dealing in electronic components and related hardware
Research and development activities to enhance product quality and functionality

Strategic Rationale

This acquisition represents a strategic investment that will enable Sancode Technologies to venture into new business avenues and deploy growth strategies in the semiconductor and microchip business. The move aligns with the company's expansion plans in the technology sector.

Regulatory Compliance

The transaction falls within the ambit of Related Party Transactions since Mr. Mihir Deepak Vora, the promoter and Managing Director of Sancode Technologies Limited, also serves as a Director in Sancode Semi Private Limited. The company has confirmed that the transaction was conducted at arm's length price. As Sancode Semi is registered under the Companies Act, 2013, no additional governmental or regulatory approvals were required for this share subscription.

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring full transparency with stakeholders and regulatory authorities.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-100.00%	-100.00%	-100.00%	-100.00%	-100.00%	-100.00%

Sancode Technologies Limited's board of directors has approved a comprehensive capital expansion plan during their meeting held on February 26, 2026. The technology company announced several key decisions aimed at strengthening its financial position and expanding its capital base through strategic fundraising initiatives.

Authorized Share Capital Enhancement

The board approved a substantial increase in the company's authorized share capital structure. The expansion involves raising the authorized capital from Rs. 6,50,00,000 to Rs. 10,00,00,000, representing a significant enhancement in the company's capital framework.

Parameter:	Current Structure	Proposed Structure
Total Authorized Capital:	Rs. 6,50,00,000	Rs. 10,00,00,000
Equity Shares:	64,00,000 shares	99,00,000 shares
Equity Capital Value:	Rs. 6,40,00,000	Rs. 9,90,00,000
CCPS Shares:	1,00,000 shares	1,00,000 shares
CCPS Value:	Rs. 10,00,000	Rs. 10,00,000
Additional Creation:	-	Rs. 3,50,00,000

The enhancement involves creating additional Rs. 3,50,00,000 divided into 35,00,000 equity shares of Rs. 10 each, subject to shareholder approval in the upcoming general meeting.

Convertible Warrants Issuance

The company has approved the issue of up to 23,25,582 convertible warrants on a preferential basis to both promoters and non-promoters. This strategic fundraising initiative is structured with specific terms designed to provide flexibility for investors while ensuring capital infusion for the company.

Warrant Details:	Specifications
Total Warrants:	23,25,582
Issue Price:	Rs. 172 each
Premium Component:	Rs. 162 each
Total Amount:	Rs. 40,00,00,104
Conversion Ratio:	1:1
Conversion Period:	18 months
Upfront Payment:	25% of warrant price
Balance Payment:	75% at conversion

The warrant allocation includes three investors: Khushboo Jain (promoter) receiving 4,65,000 warrants, Aneka LLC (non-promoter to promoter) receiving 3,70,195 warrants, and Trinity Gate LLC (non-promoter) receiving 14,90,387 warrants.

Leadership Appointment

The board appointed Mr. Ramraj Singh Thakur as Company Secretary and Compliance Officer with immediate effect from February 26, 2026. Mr. Thakur brings over five years of experience and holds associate membership (A51179) from the Institute of Company Secretaries of India. The appointment addresses the company's compliance requirements following the resignation of the previous Company Secretary.

Upcoming Shareholder Meeting

Sancode Technologies has scheduled an Extraordinary General Meeting for Wednesday, March 25, 2026, at 03:00 P.M. at the company's registered office. The meeting will seek shareholder approval for the authorized share capital increase and convertible warrants issue through special resolutions. The board also appointed Dilip Swarnkar & Associates as scrutinizer for the voting process and issuance of scrutinizer reports.

The board meeting, which commenced at 07:00 P.M. IST and concluded at 09:00 P.M. IST, demonstrates the company's commitment to transparent governance and strategic capital planning. These initiatives, subject to shareholder approval, position the company for potential growth and expansion opportunities in the technology sector.