Sattrix Information Security Limited (SISL) is set to make a strategic move that could significantly enhance its technological capabilities and market position. The company has scheduled an Extraordinary General Meeting (EGM) for November 29, 2025, to seek shareholder approval for two key resolutions: an increase in authorized share capital and a preferential issue of equity shares to acquire Sattrix Software Solutions Private Limited (SSSPL).

Proposed Share Capital Increase

SISL plans to increase its authorized share capital from Rs. 7.50 crores to Rs. 30.00 crores. This fourfold increase would divide the capital into 3 crore equity shares of Rs. 10 each, providing the company with greater financial flexibility for future growth initiatives.

Strategic Acquisition through Share Swap

The company is proposing a preferential issue of up to 45,48,379 equity shares at Rs. 347.00 per share to acquire a 100% equity stake in SSSPL. This share swap arrangement, valued at approximately Rs. 157.83 crores, is based on a swap ratio of 379:1 (379 SISL shares for 1 SSSPL share).

Technological Enhancement

The acquisition of SSSPL is aimed at integrating its proprietary Newevol platform into SISL's operations. This platform includes advanced cybersecurity solutions such as Security Information and Event Management (SIEM), Security Orchestration, Automation and Response (SOAR), User and Entity Behavior Analytics (UEBA), and Data lake solutions.

Strategic Benefits

1. Enhanced Service Offerings: The integration of SSSPL's software development capabilities with SISL's cybersecurity expertise is expected to create a comprehensive digital solution provider.

2. Market Expansion: SISL aims to leverage SSSPL's software products and development capabilities to offer new services and penetrate new markets.

3. Operational Efficiency: The acquisition is anticipated to improve SISL's service delivery and customer satisfaction through tailored software solutions and automation.

4. Unique Value Proposition: The merged entity plans to offer "Security by Design," integrating cybersecurity into the software development lifecycle from the outset.

5. Talent Acquisition: SISL will gain access to SSSPL's skilled workforce of software developers and product managers, enhancing its overall capabilities.

Shareholding Impact

Post-acquisition, the promoter holding in SISL is expected to increase marginally from 73.53% to 74.96%. The acquisition will introduce new non-promoter shareholders, including Kedia Securities Private Limited, which will hold an 8.06% stake.

Voting and Participation

The EGM will be conducted through video conferencing, with remote e-voting available from November 26-28, 2025. Shareholders on record as of November 22, 2025, will be eligible to vote.

This strategic move by Sattrix Information Security Limited represents a significant step towards becoming a more comprehensive digital resilience partner, combining cybersecurity services with software development capabilities. The success of this acquisition could potentially reshape the company's market position and service offerings in the evolving digital security landscape.

Key Details of the Proposed Acquisition

Shareholders are advised to review the detailed EGM notice and consider the potential long-term impacts of this strategic acquisition before casting their votes.

Sattrix Information Security Limited (SISL) has announced a strategic move to acquire a 100% stake in Sattrix Software Solutions Private Limited (SSSPL) through a share swap arrangement. The board of directors approved this significant transaction, which is set to reshape the company's position in the software development and cybersecurity sectors.

Key Highlights of the Acquisition

• Share Swap Ratio: SISL will issue up to 45,48,379 equity shares at a swap ratio of 379:1, meaning 379 shares of SISL will be exchanged for every 1 share of SSSPL.
• Target Company Profile: SSSPL operates in software development and consulting services, with a focus on e-commerce, retail, education, and healthcare sectors.
• Financial Performance: SSSPL reported a turnover of Rs. 301.68 lakhs.
• Authorized Capital Increase: SISL's board approved raising the authorized share capital from Rs. 7.50 crore to Rs. 30.00 crore to facilitate the acquisition.

Impact on Shareholding Structure

Post-acquisition, the shareholding structure of SISL is expected to change significantly:

Strategic Rationale

The acquisition is aimed at enhancing SISL's capabilities in software development and consulting services, complementing its existing cybersecurity offerings. This move is expected to create synergies and expand SISL's service portfolio in the rapidly evolving tech landscape.

Transaction Details

• The deal is classified as a related party transaction, as promoters are directors/shareholders of SSSPL.
• Shareholder approval will be sought through postal ballot and e-voting.
• The acquisition is expected to be completed within 12 months of member approval.

Regulatory Compliance

SISL has engaged various professionals to ensure compliance with regulatory requirements:

• Valuation reports from 3Dimension Capital Services Limited (Merchant Banker) and Mr. Suman Kumar Verma (Registered Valuer)
• Mr. Govil Rathi appointed as scrutinizer for the e-voting process
• Central Depository Services (India) Limited engaged for facilitating e-voting

Outlook

This strategic acquisition positions Sattrix Information Security Limited for potential growth in the software and cybersecurity domains. The integration of SSSPL's expertise is expected to enhance SISL's service offerings and market presence.