Prime Fresh Limited has successfully completed the allotment of 57,725 equity shares through the conversion of convertible warrants, with promoter Mr. Hiren Chandrakant Ghelani filing the required regulatory disclosure under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Warrant Conversion Details

The conversion process involved Mr. Hiren Chandrakant Ghelani, a promoter of the company, who converted his entire holding of 57,725 convertible warrants into equity shares. The Finance Committee approved this allotment on February 2, 2026, following the receipt of requisite payments from the allottee.

Regulatory Disclosure and Compliance

Following the allotment, Mr. Hiren Chandrakant Ghelani submitted the mandatory disclosure to BSE Limited on February 3, 2026, under Regulation 29(1) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The disclosure provides detailed information about his shareholding pattern before and after the warrant conversion.

Impact on Share Capital Structure

Following this allotment, Prime Fresh Limited's capital structure has been enhanced. The equity share capital after the conversion stands at ₹13,71,62,970, divided into 1,37,16,297 equity shares of ₹10 each, compared to the pre-conversion capital of ₹13,65,85,720 divided into 1,36,58,572 equity shares.

Transaction Execution

The warrant conversion was executed through preferential allotment mode, with the allotment date recorded as February 2, 2026. The company had initially received 25% of the issue price amounting to ₹23.67 lakh at the time of warrant allotment and subsequently received the balance 75% payment of ₹71.00 lakh for the conversion.

The successful completion of this warrant conversion strengthens Prime Fresh Limited's equity base while maintaining promoter participation in the company's growth trajectory. The transaction demonstrates compliance with all applicable SEBI regulations and stock exchange requirements, with proper disclosure mechanisms followed as mandated by regulatory frameworks.

Prime Fresh Limited has incorporated a new wholly owned subsidiary, Prime Fresh CDP Private Limited, as announced through a regulatory filing under Regulation 30 of SEBI LODR Regulations on January 14, 2026. This strategic move expands the company's operational structure in the agriculture and food processing sector.

Subsidiary Details and Capital Structure

The newly incorporated subsidiary has been established with specific capital parameters and operational focus areas:

Business Operations and Industry Focus

Prime Fresh CDP Private Limited will operate across multiple segments within the agriculture and food industry. The subsidiary's business activities will encompass:

• Agriculture supply chain management
• Food processing operations
• Food preservation services
• Farming activities
• Export operations and related activities

These operations align with Prime Fresh Limited's existing business model and strengthen its presence in the agriculture supply chain sector.

Regulatory Compliance and Structure

The incorporation follows proper regulatory procedures under SEBI guidelines. As disclosed in the filing, the initial subscription by Prime Fresh Limited does not fall within related party transactions, given the direct wholly owned subsidiary structure. The company confirmed that no governmental or regulatory approvals were required for this incorporation.

Company Secretary Jasmin Doshi signed the regulatory disclosure, ensuring compliance with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024. This incorporation represents a continuation of the company's earlier communication dated November 11, 2025, indicating planned expansion activities.

Strategic Implications

The establishment of Prime Fresh CDP Private Limited as a wholly owned subsidiary provides Prime Fresh Limited with enhanced operational flexibility in the agriculture supply chain sector. The subsidiary structure allows for focused management of specific business segments while maintaining complete control under the parent company's umbrella.