Vascon Engineers Limited has convened an Extraordinary General Meeting scheduled for May 18, 2026, at 11:30 a.m. IST through video conferencing to seek shareholder approval for the issuance of fully convertible warrants and enhanced borrowing powers. The meeting will be conducted in accordance with Ministry of Corporate Affairs and SEBI guidelines, with remote e-voting available from May 13 to May 17, 2026.

The primary business before shareholders involves the issuance of up to 2,00,00,000 fully convertible warrants on a preferential basis at an issue price of ₹40 per warrant. Each warrant will be convertible into one fully paid-up equity share of ₹10 face value. The proposed allottees include Siddharth Vasudevan Moorthy (Individual Promoter) and Pratik Saraogi (Individual Non-Promoter), each eligible to receive 1,00,00,000 warrants.

The company intends to raise up to ₹80 crore through this issuance. The proceeds will be allocated across three main purposes: up to ₹32 crore for real estate new launches, up to ₹32 crore for working capital requirements for EPC operations, and up to ₹16 crore for general corporate purposes. Warrant holders must pay at least 25% of the issue price at allotment, with the remaining 75% payable upon exercise. The conversion period extends up to 18 months from the date of allotment.

Pricing and Valuation

The issue price of ₹40 per warrant has been determined based on the higher of two valuation methods. The 90-trading days volume weighted average price (VWAP) on the National Stock Exchange preceding the relevant date of April 17, 2026, was ₹39.81, while the 10-trading days VWAP was ₹35.32. Additionally, an independent registered valuer recommended a fair value of ₹38.76 per share. The final issue price of ₹40 includes a premium of ₹30 per warrant over the face value of ₹10.

Borrowing and Security Creation

The EGM also seeks approval for two additional resolutions. The company requests authorization to borrow up to ₹1500 crore in excess of its paid-up share capital and free reserves, apart from temporary loans obtained in the ordinary course of business. Concurrently, shareholders are being asked to approve the creation of charges, mortgages, and hypothecation on movable and immovable properties to secure such borrowings, up to the same value of ₹1500 crore.

Shareholding Impact

Following the preferential issue, the promoter and promoter group shareholding will increase from 30.38% to 31.94%, while public shareholding will decrease from 69.62% to 68.06%. Siddharth Vasudevan Moorthy's individual holding will rise from 1.97% to 5.79%, and Pratik Saraogi will hold 3.97% post-issue. The company has confirmed that there will be no change in control or management consequent to the preferential issue.

The cut-off date for determining eligibility for e-voting is May 11, 2026. Shareholders can cast their votes remotely during the specified period or participate in the virtual meeting. The results will be declared immediately after the conclusion of voting and made available on the company's website.

Vascon Engineers Limited has submitted its reconciliation of share capital audit report for the quarter ended March 31, 2026, to the National Stock Exchange of India Limited and BSE Limited. The report, filed under Regulation 76 of SEBI (Depositories and Participants) Regulations, 2018, provides comprehensive details about the company's share capital structure and changes during Q4FY26.

Share Capital Structure

The company's share capital structure as of March 31, 2026, demonstrates complete dematerialization of its equity shares:

The company maintains 96,548 security holders as of the quarter end, with the face value of each share being Rs.10/-. All shares are fully dematerialized, indicating complete digitization of the company's share capital.

ESOP Allotment During Q4FY26

A significant development during the quarter was the allotment of shares under the Employee Stock Option Scheme. The company received approvals for the following:

The listing and trading approvals for these 30,30,000 equity shares were received from both BSE and NSE on March 27, 2026, and the shares were admitted for trading with effect from March 30, 2026.

Compliance and Administrative Details

The audit report confirms full compliance with regulatory requirements. Key administrative aspects include:

• Register of Members: Updated as of the quarter end
• Demat Requests: No requests confirmed after 21 days or pending beyond 21 days
• Previous Quarter Issues: No excess dematerialized shares reported
• Share Registry: KFin Technologies Limited serves as the common agency

The company's compliance officer, Ms. Neelam Piyush Pipada (ACS 31721), signed the report, while the audit was conducted by Savita Jyoti Associates, with CS Savita Jyoti (FCS 3738) serving as the practicing company secretary.

Corporate Information

Vascon Engineers Limited operates from its registered and corporate office at Vascon Weikfield Chambers, Behind Hotel Novotel, Opposite Hyatt Hotel, Pune-Nagar Road, Pune - 411014. The company's securities are listed on both BSE Limited and National Stock Exchange of India Limited under the symbol VASCONEQ and scrip code 533156 respectively.