RDB Real Estate Constructions Limited has successfully completed the conversion of 27,75,000 equity warrants into equivalent equity shares on January 22, 2026. The Board of Directors approved the allotment following receipt of the balance payment from warrant holders under the preferential allotment scheme.

Warrant Conversion Details

The conversion involved 27,75,000 warrants from the non-promoter category, representing a portion of the total 1,78,30,000 warrants originally allotted in August 2025. The company received ₹18,13,80,937.00 as the balance amount, representing 75% of the issue price at ₹87.15 per warrant.

Impact on Share Capital

Following the warrant conversion, the company's capital structure has been significantly enhanced. The issued and paid-up capital increased to ₹20,05,84,000.00, consisting of 2,00,58,400 equity shares of ₹10 each. The newly allotted equity shares rank pari passu with existing equity shares, providing equal rights to the new shareholders.

Investor Participation

Nine non-promoter investors participated in the warrant conversion, with varying shareholding percentages post-conversion. The largest conversions were made by Sanjay Babulal Surana, Vishal Surana, and Sunita Sanjay Surana, each converting 5,00,000 warrants for ₹3.27 crores each.

Key Investor Details:

• Sanjay Babulal Surana: Converted 5,00,000 warrants, acquiring 2.49% shareholding
• Vishal Surana: Converted 5,00,000 warrants, acquiring 2.49% shareholding
• Sunita Sanjay Surana: Converted 5,00,000 warrants, acquiring 2.49% shareholding
• Vansikha Vishal Surana: Converted 4,25,000 warrants, acquiring 2.12% shareholding
• Umesh Parasmal Pagariya: Converted 2,50,000 warrants, increasing holding to 2.92%

Pending Warrant Conversions

The company disclosed that 1,50,55,000 warrants remain pending for conversion. These warrant holders retain the right to convert their warrants into equity shares by paying the remaining amount within 18 months from the original allotment date in August 2025. The original warrant allotment comprised 88,80,000 warrants allotted on August 13, 2025, and 89,50,000 warrants allotted on August 19, 2025.

Regulatory Compliance

The warrant conversion was conducted in accordance with SEBI (ICDR) Regulations, 2018, and disclosed under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board meeting for approving the conversion was held from 3:00 PM to 4:00 PM on January 22, 2026, with Company Secretary Surabhi Kumari Gupta overseeing the compliance procedures.

RDB Real Estate Construct Limited has announced the incorporation of NAAR Projects Private Limited as its associate company, marking a strategic move in the real estate sector. The new entity, in which RDB holds a 26% equity stake, was officially incorporated on September 16, 2025, following board approval on August 19, 2025.

Key Details of the Incorporation

• Company Name: NAAR Projects Private Limited
• Incorporation Date: September 16, 2025
• RDB's Stake: 26% equity shareholding
• Investment: 2,600 equity shares at Rs. 10.00 each, totaling Rs. 26,000.00
• Industry: Real Estate
• Location: India

Strategic Rationale

The incorporation of NAAR Projects was mandated by project tender terms, which required the establishment of a Special Purpose Vehicle (SPV) for project implementation and execution. This move aligns with RDB Real Estate Constructions' strategy to expand its presence in the real estate sector and comply with specific project requirements.

Transaction Details

RDB Real Estate Constructions Limited subscribed to 2,600 equity shares of NAAR Projects Private Limited at Rs. 10.00 per share, for a total investment of Rs. 26,000.00. The transaction was conducted at arm's length pricing, with cash consideration.

Regulatory Compliance

The company has made the necessary disclosures under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The incorporation of NAAR Projects as an associate company brings it under the related party category for RDB Real Estate Constructions Limited.

Management Statement

Surabhi Kumari Gupta, Company Secretary & Compliance Officer of RDB Real Estate Constructions Limited, confirmed the incorporation in a regulatory filing, stating that NAAR Projects Private Limited "has been incorporated today and become an Associate of our Company."

Implications and Outlook

While NAAR Projects is newly incorporated and has no financial history, its establishment as an SPV signals RDB Real Estate Constructions' commitment to expanding its project portfolio and adhering to specific tender requirements in the real estate sector. The move may potentially enhance RDB's capabilities in project execution and open new avenues for growth in the Indian real estate market.

Investors and stakeholders will likely monitor the progress of this new associate company and its impact on RDB Real Estate Constructions' future projects and financial performance.