Aequs Limited Issues Postal Ballot Notice for ESOP Ratification and Related Party Transactions

3 min read     Updated on 25 Feb 2026, 11:51 PM
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Overview

Aequs Limited has issued a postal ballot notice dated February 25, 2026, seeking shareholder approval for seven resolutions including ESOP 2025 ratification covering 2,04,00,000 options, director nomination rights for shareholders holding 26% stake, and material related party transactions worth ₹1,07,01,44,716 with Aequs SEZ Private Limited for FY 2026-27. The e-voting period runs from February 26 to March 27, 2026, with results expected by March 31, 2026.

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Aequs Limited has issued a comprehensive postal ballot notice dated February 25, 2026, seeking shareholder approval for seven critical resolutions through remote e-voting. The notice, approved by the Board of Directors on February 23, 2026, addresses key corporate governance matters and strategic transactions.

Employee Stock Option Plan Ratification

The company is seeking ratification of the "Aequs Employee Stock Option Plan 2025" (ESOP 2025), which was originally approved by the Board on May 10, 2025, and shareholders on May 13, 2025, prior to the company's listing on December 10, 2025. The plan consolidates all existing employee stock option schemes into a single framework.

Parameter: Details
Total Options: 2,04,00,000 (Two Crores Four Lakhs)
Face Value: ₹10 per share
Outstanding Options: 15,811,500 shares (as of January 10, 2026)
Vesting Period: Minimum 1 year, Maximum 7 years

The ESOP 2025 requires ratification under SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as no company can make fresh grants post-listing unless the plan is ratified by members. The company also seeks approval for extending ESOP benefits to employees of holding and subsidiary companies, secondary acquisition of shares through trust route, and provision of funds by the company for share purchases by the Aequs Stock Option Plan Trust.

Director Nomination Rights

Aequs Limited is seeking approval for special rights contained in the Shareholders' Agreement dated October 12, 2023, which survived the agreement's termination following the IPO. The proposal grants shareholders holding at least 26% of share capital the right to nominate one director on the Board.

Aspect: Details
Threshold: 26% of Share Capital on Fully Diluted Basis
Right Type: Director nomination (not obligation)
Current Beneficiary: Aequs Manufacturing Investments Private Limited
Regulatory Requirement: Special resolution every five years

Material Related Party Transactions

The company seeks approval for material related party transactions with Aequs SEZ Private Limited for FY 2026-27, totaling ₹1,07,01,44,716. These transactions primarily involve infrastructure services as Aequs Limited and its wholly owned subsidiaries operate from Aequs Special Economic Zone.

Company: Transaction Value (₹)
AeroStructures Manufacturing India Private Limited: 32,03,63,918
Aequs Engineered Plastics Private Limited: 18,72,09,862
Aequs Force Consumer Products Private Limited: 17,30,02,501
Aequs Toys Private Limited: 15,69,21,393
Aequs Limited: 10,25,99,733
Koppal Toys Molding COE Private Limited: 10,07,59,211
Aerostructures Assemblies India Private Limited: 2,23,92,516
Aequs Consumer Products Private Limited: 68,95,582
Total: 1,07,01,44,716

The transactions represent 11.57% of the company's annual consolidated turnover for FY 2024-25 and 89.10% of Aequs SEZ Private Limited's turnover. Services include transport, electricity, administration, maintenance, security, and water charges.

Voting Process and Timeline

The postal ballot will be conducted exclusively through remote e-voting, with KFin Technologies Limited serving as the e-voting service provider. CS Pramod SM or CS Biswajit Ghosh of M/s. BMP & Co. LLP have been appointed as scrutinizers.

Timeline: Date/Time
Cut-off Date: February 20, 2026
E-voting Commencement: February 26, 2026, 9:00 AM IST
E-voting End: March 27, 2026, 5:00 PM IST
Results Declaration: By March 31, 2026

Articles of Association Amendment

The company also seeks approval to alter its Articles of Association by inserting Article 117A to formalize director nomination rights and delete Part B of the Articles, which ceased to have effect following the listing. The amendments are administrative in nature, ensuring compliance with post-listing regulatory requirements.

The Board of Directors has recommended all seven resolutions for shareholder approval, with six requiring special resolutions and one ordinary resolution for the related party transactions.

Source: None/Company/INE947N01017/50a47d53-01da-48e5-9e84-3de249f3343f.pdf

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Aequs Limited Invests ₹2,307.12 Crore in AeroStructures Manufacturing India Through Rights Issue

1 min read     Updated on 17 Feb 2026, 07:39 PM
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Reviewed by
Ashish TScanX News Team
Overview

Aequs Limited has invested ₹2,307.12 crore in its wholly owned subsidiary AeroStructures Manufacturing India Private Limited through a rights issue, subscribing to 7,989,750 shares at ₹288.76 per share. This investment is part of IPO proceeds utilization for repaying bank loans and capital expenditure requirements. ASMPL, which manufactures aerostructure parts, reported ₹5,082 million turnover and ₹334 million profit after tax for FY 2024-25, demonstrating consistent growth from ₹3,612 million in FY 2022-23.

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Aequs Limited has made a significant investment of ₹2,307.12 crore in its wholly owned subsidiary AeroStructures Manufacturing India Private Limited (ASMPL) through a rights issue offering. The aerospace manufacturing company announced this development in a regulatory filing dated February 17, 2026, under Regulation 30 of the SEBI Listing Regulations.

Investment Details

The investment involved the subscription of 7,989,750 equity shares at a price of ₹288.76 per share, totaling ₹2,307,120,210. Despite this substantial investment, there will be no change in the percentage of shareholding, with ASMPL continuing to remain a wholly owned subsidiary of Aequs Limited.

Parameter: Details
Number of Shares: 7,989,750
Price per Share: ₹288.76
Total Investment: ₹2,307,120,210
Consideration Type: Cash

Purpose and Utilization

This investment represents part of the utilization of IPO proceeds as outlined in Aequs Limited's prospectus dated December 5, 2025. The funds will be strategically deployed for two primary purposes: repaying existing bank loans and meeting capital expenditure requirements. The transaction falls under the company's planned allocation of IPO proceeds for strengthening its subsidiary operations.

About AeroStructures Manufacturing India

ASMPL, incorporated on February 7, 2013, specializes in manufacturing aerostructure parts and has demonstrated consistent growth over recent years. The subsidiary operates exclusively in India and has established itself as a significant contributor to Aequs Limited's aerospace manufacturing capabilities.

Financial Metric (as of March 31, 2025): Amount
Turnover: ₹5,082 million
Profit After Tax: ₹334 million
Net Worth: ₹2,237 million

Historical Performance

ASMPL has shown steady revenue growth over the past three years, reflecting the robust demand in the aerospace sector and the company's operational efficiency.

Financial Year: Total Income
FY 2024-25: ₹5,082 million
FY 2023-24: ₹4,598 million
FY 2022-23: ₹3,612 million

Regulatory Compliance

The transaction, being between a holding company and its wholly owned subsidiary, does not fall within the ambit of related party transactions as per Regulation 23(5) of the SEBI Listing Regulations. No governmental or regulatory approvals were required for this investment, and the promoter/promoter group/group companies have no additional interest in ASMPL beyond the existing shareholding structure.

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