Tejassvi Aaharam Limited has issued a corrigendum to its postal ballot notice dated 24th February 2026, addressing clarifications requested by BSE Limited during the review of the company's application for in-principle approval for a proposed preferential issue of equity shares. The corrigendum was dispatched to members electronically and is available on the company's website.

Key Revisions in Postal Ballot Notice

The corrigendum introduces several important modifications to the original postal ballot notice. The company has provided additional clarity on the basis for minimum price determination, referencing a valuation report issued by Mr. Kunal L. Kalantri, Registered Valuer, which is hosted on the company's website.

Acquisition Details and Swap Ratio

A significant aspect of the corrigendum relates to the acquisition of Funk Foods Private Limited. Based on the valuation report, the swap ratio has been fixed at 15.195:1, meaning 15.195 shares of Tejassvi Aaharam Limited will be issued for every 1 share of Funk Foods Private Limited to the existing shareholders of the target company.

Strategic Rationale for Acquisition

The corrigendum outlines the strategic rationale behind the acquisition of Funk Foods Private Limited. The transaction aligns with Tejassvi Aaharam's objective to expand into the food products manufacturing and distribution segment. The acquisition is expected to enable the company to integrate upstream manufacturing capabilities with existing business operations, resulting in operational efficiencies, cost optimization, and expansion of product portfolio.

Proposed Allottees and Share Distribution

The corrigendum provides detailed information about the proposed allottees for the preferential issue:

Post-Issue Shareholding Pattern

The corrigendum includes an updated shareholding pattern showing the impact of the proposed preferential issue:

Compliance and Documentation

The corrigendum was signed by Sethuraman Dhilipkumar, Director (DIN: 00580772), and countersigned by Abhishek Lohia, Company Secretary and Compliance Officer. The document emphasizes that all other contents of the original postal ballot notice remain unchanged except for the clarifications, modifications, and supplements provided in this corrigendum. Members are requested to read the postal ballot notice in conjunction with this corrigendum for complete understanding of the proposed resolutions.

Tejassvi Aaharam Limited has announced a postal ballot to seek member approval for significant corporate restructuring, including a substantial increase in authorised share capital and a preferential issue of equity shares worth ₹51.16 crore. The company issued the postal ballot notice on February 24, 2026, with remote e-voting scheduled from February 25 to March 26, 2026.

Postal Ballot Resolutions

The postal ballot seeks member approval for two critical resolutions that will reshape the company's capital structure and business operations.

Authorised Share Capital Enhancement

The company proposes to increase its authorised share capital from ₹25,00,00,000 to ₹75,00,00,000, representing a three-fold expansion to accommodate future growth initiatives and the proposed preferential issue.

The Board of Directors recommended this increase at their meeting held on February 13, 2026, citing the need for adequate authorised capital to support the proposed preferential allotment and future strategic requirements.

Strategic Acquisition Through Share Swap

The company has approved a significant preferential issue of 5,11,62,204 fully paid-up equity shares at ₹10 per share, aggregating to ₹51,16,22,040, for acquiring 100% equity share capital of Funk Foods Private Limited through a share swap arrangement.

Major Proposed Allottees

The preferential issue involves ten proposed allottees, with four major entities receiving the largest allocations. These allottees will transition from non-promoter to promoter status following the transaction.

The remaining six allottees, including Renuka Kumar, Sachika Kumar, Shreyas Raghav, Indira Shreyas, Thejas Krishna, and Rajalakshmi Natarajan, will collectively receive 89,65,570 shares, representing 15.42% of the post-issue capital.

Valuation and Pricing Framework

The equity shares are deemed infrequently traded under SEBI ICDR Regulations, necessitating a registered valuer's assessment. Mr. Kunal L. Kalantri, Registered Valuer, conducted the valuation, determining a negative value of ₹9.35 per share due to the company's negative net worth. Consequently, the issue price has been set at face value of ₹10 per share.

The total valuation for Funk Foods Private Limited's shareholding stands at ₹5,684.66 lakhs, equivalent to ₹151.95 per equity share, based on the valuation report dated February 11, 2026.

Control Change and Compliance

The preferential issue will result in a change of control, with the acquirers and person acting in concert collectively holding 72.55% of the post-issue capital. This triggers compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, necessitating an open offer to existing shareholders.

The company has engaged Central Depository Services Limited for remote e-voting facilities and appointed M/s. BP & Associates as scrutinizer for the postal ballot process. All eligible members as of the cut-off date of February 20, 2026, can participate in the electronic voting process.