Hi-Klass Trading and Investment Limited has completed the allotment of 63.84 lakh equity shares through the conversion of fully convertible equity share warrants. The company issued a revised outcome of its Board Meeting held on January 14, 2026, correcting clerical errors in the original submission while maintaining all other terms unchanged.

Warrant Conversion Details

The company allotted 63.84 lakh equity shares of ₹5.00 face value each at an issue price of ₹25.00 per warrant, representing a premium of ₹20.00. The allotment was made upon receipt of ₹18.75 per warrant, constituting 75% of the issue price, and aggregating to ₹119.70 crores.

Capital Structure Impact

The warrant conversion significantly expanded the company's capital base. The issued and paid-up capital increased substantially following the allotment.

Major Allottees and Holdings

The allotment included both promoter and non-promoter categories, with Nico India Consultancy LLP being the largest beneficiary among promoters. The company converted 19.20 lakh warrants, increasing its holding from 17.50% to 21.37%.

Key non-promoter allottees included:

• Chandra Prakash Jain: 8.00 lakh shares (2.39% holding)
• Manju Kabra and Lokesh Kabra: 7.50 lakh shares each (2.24% holding each)
• Amit Kumar Jain: 8.40 lakh shares (2.51% holding)
• Spice Fuel Ventures Private Limited and Richway Financial Services Private Limited: 3.52 lakh shares each

Outstanding Warrants

The company disclosed that 1.29 crore convertible warrants remain outstanding and eligible for conversion into equity shares. These warrants can be converted within 18 months from December 16, 2025, subject to realization of 75% of the balance offer price from respective warrant holders.

Regulatory Compliance

The revised submission was made under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Schedule III of the Listing Regulations. The company acknowledged the inadvertent clerical error in allottee names in its original submission and submitted the corrected list while confirming that all other terms and contents remained unchanged.

Hi-Klass Trading and Investment Limited has successfully completed a significant preferential allotment of convertible warrants following board approval on December 16, 2025. The company allotted 1.93 crore convertible warrants at ₹25 each through preferential allotment, raising ₹12.06 crores upfront, with both non-promoter and promoter participation. Subsequently, the Kabra Group filed substantial acquisition disclosures under SEBI regulations on December 18, 2025.

Board Resolution and Regulatory Compliance

The Board of Directors approved the allotment resolution on December 16, 2025, pursuant to Section 42 and Section 62 of the Companies Act, 2013. The allotment was conducted following member approval obtained in the Annual General Meeting held on September 27, 2025, through a Special Resolution, and In-Principal Approval dated December 2, 2025, from BSE Limited.

Warrant Allotment Structure

The company allotted 19,300,000 convertible warrants through preferential allotment to investors, including both non-promoter and promoter entities. Each warrant carries a face value of ₹5.00 and was issued at ₹25.00 per warrant, including a premium of ₹20.00.

Kabra Group Substantial Acquisition Disclosure

Under Regulation 29 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, Mr. Lokesh Kabra filed a disclosure on December 18, 2025, on behalf of the Kabra Group and persons acting in concert. The group acquired 52,50,000 convertible warrants representing 15.67% of the total diluted share capital.

Promoter Participation and Insider Trading Disclosure

As part of the preferential allotment, the company has disclosed under SEBI (Prohibition of Insider Trading) Regulations, 2015, that 46,75,000 convertible warrants were allotted to NICO INDIA CONSULTANCY LLP, a promoter entity of the company. This allocation was made at the same terms of ₹5 face value per warrant at an offer price of ₹25 each.

Capital Structure Impact

The warrant allotment significantly impacts the company's capital structure. The equity share capital increased from ₹1,42,12,400 (comprising equity shares of ₹5 each) to a total diluted capital of ₹3,35,12,400 assuming full conversion of warrants into equity shares.

Conversion Terms and Timeline

The convertible warrants come with specific conversion terms designed to provide flexibility to warrant holders while ensuring capital infusion for the company. Warrant holders have paid 25% of the issue price upfront, totaling ₹12,06,25,000.

The warrants are convertible into an equivalent number of equity shares within 18 months from the allotment date. Upon conversion, warrant holders must pay the remaining 75% of the issue price. If warrants are not converted within the stipulated timeframe, they will lapse and the initial 25% payment will be forfeited by the company.

Securities Allotment Committee Formation

The Board has constituted a Securities Allotment Committee for allotment of equity shares pursuant to conversion of warrants upon receipt of balance 75% of the offer price from warrant holders.

All warrants will be issued in dematerialized mode and are subject to lock-in provisions as mandated by SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. This preferential allotment represents a strategic capital-raising initiative that provides Hi-Klass Trading and Investment with immediate funds while offering investors conversion options based on future performance.