Avonmore Capital & Management Services Limited (ACMS) recently conducted an Extra Ordinary General Meeting (EGM) to seek shareholder approval for a significant corporate action. The meeting, held on September 9, 2025, via video conferencing, focused on the issuance of convertible warrants to the company's promoter and promoter group members.

Key Details of the EGM

• Date and Time: The EGM took place on September 9, 2025, from 11:01 a.m. to 11:12 a.m. IST.
• Venue: The meeting was conducted through video conferencing/other Audio-Visual Means (VC/OAVM), with the registered office of the company serving as the deemed venue.
• Chairman: Mr. Govind Prasad Agrawal chaired the meeting.
• Scrutinizer: Mr. Nakul Pratap Singh of NPS and Associates was appointed as the scrutinizer for the voting process.

Proposed Warrant Issuance

The primary agenda of the EGM was to seek approval for the following:

• Issuance of up to 3,77,00,000 fully convertible warrants
• Face value of Rs. 1/- each
• Issue price of Rs. 19.85 per warrant
• Warrants to be issued on a preferential allotment basis to promoter and promoter group members
• Each warrant is convertible into one equity share of face value Rs. 1/- each

Voting Process

ACMS provided shareholders with multiple options to cast their votes:

1. Remote e-voting was available from September 6-8, 2025.
2. Additional e-voting facility was provided during the EGM.
3. The e-voting facility remained open for 15 minutes after the conclusion of the EGM.

Compliance and Regulatory Adherence

The EGM was conducted in compliance with:

• General Circular No. 09/2024 issued by the Ministry of Corporate Affairs
• Circular number SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 issued by the Securities and Exchange Board of India
• Applicable provisions of the Companies Act, 2013
• SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Next Steps

The company stated that the voting results and the scrutinizer's report will be submitted separately, as per regulatory requirements. These documents will provide insight into the shareholders' decision regarding the proposed warrant issuance.

This corporate action, if approved, could potentially lead to a significant change in the company's capital structure and ownership pattern. Shareholders and market observers will be keenly awaiting the voting results to understand the outcome of this proposed preferential allotment.

Avonmore Capital & Management Services Limited has announced plans to raise up to Rs 74.83 crore through a preferential issue of convertible warrants to its promoter and promoter group entities. The company will seek shareholder approval for this move at an Extra-Ordinary General Meeting (EOGM) scheduled for September 9, 2025.

Warrant Issue Details

The company proposes to issue up to 3.77 crore fully convertible warrants at Rs 19.85 per warrant. These warrants will be allotted to the following entities:

Conversion Terms

The warrants will be convertible into equity shares within 18 months from the date of allotment, at a conversion ratio of 1:1. This means each warrant can be converted into one equity share of the company.

Fund Utilization

Avonmore Capital plans to use the funds raised for:

1. Business expansion of its NBFC operations
2. Strategic investments in subsidiaries
3. Working capital augmentation
4. General corporate purposes

Impact on Shareholding

Post-conversion of all warrants, the promoter group's shareholding in the company is expected to increase from 58.46% to 63.36%.

Pricing and Compliance

The issue price of Rs 19.85 per warrant has been determined in accordance with SEBI regulations, considering the higher of:

• 90 trading days volume weighted average price (VWAP): Rs 19.85 per share
• 10 trading days VWAP: Rs 18.22 per share

Voting and Approval Process

The company will conduct the EOGM through video conferencing, with e-voting facilities available from September 6-8, 2025. The record date for determining shareholder eligibility to vote is set for September 2, 2025.

This strategic move by Avonmore Capital aims to strengthen its financial position and support its growth initiatives in the NBFC sector. Shareholders will have the opportunity to vote on this significant proposal, which could potentially reshape the company's capital structure and future prospects.