News Corporate Actions Telge Projects Limited Announces Postal Ballot for ESOP 2026 Approval and IPO Proceeds ReallocationTelge Projects Limited Announces Postal Ballot for ESOP 2026 Approval and IPO Proceeds Reallocation
Telge Projects Limited has issued a postal ballot notice for three special resolutions: implementation of TPL-ESOP 2026 covering 1,00,000 employee stock options (1.02% of equity), extension of ESOP benefits to subsidiary/associate company employees, and reallocation of ₹500.00 lakhs from IPO proceeds originally earmarked for Pune office premises purchase towards acquisitions and strategic initiatives. The e-voting period runs from February 20 to March 21, 2026, with February 13, 2026 as the cut-off date for eligible shareholders.
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Telge Projects Limited has announced a comprehensive postal ballot notice dated February 19, 2026, seeking shareholder approval for three critical special resolutions that will shape the company's employee incentive structure and strategic fund utilization.
Employee Stock Option Plan 2026 Implementation
The company proposes to introduce the Telge Projects Limited - Employee Stock Option Plan 2026 (TPL-ESOP 2026), designed to create an ownership-oriented culture and align employee interests with shareholder value creation. The plan encompasses the following key parameters:
| Parameter: | Details |
|---|---|
| Total Options: | 1,00,000 (One Lakh) Employee Stock Options |
| Percentage of Equity: | Approximately 1.02% of total outstanding equity shares |
| Face Value per Share: | ₹10 (Rupees Ten only) |
| Minimum Vesting Period: | One (1) year |
| Maximum Vesting Period: | Five (5) years from grant date |
| Exercise Period: | Not exceeding 2 years from vesting date |
The ESOP scheme targets permanent employees of the company, including directors (excluding promoters, promoter group members, independent directors, and those holding more than 10% equity shares). The plan incorporates provisions for corporate actions such as rights issues, bonus issues, mergers, and capital structure changes, with proportional adjustments to maintain fair benefit distribution.
Extension to Subsidiary and Associate Companies
The second resolution seeks approval to extend TPL-ESOP 2026 benefits to employees of existing and future subsidiary or associate companies, whether located in India or internationally. This expansion maintains the overall ceiling of 1,00,000 employee stock options while broadening the eligible employee base to support the company's growth strategy across its corporate structure.
IPO Proceeds Reallocation Strategy
The company proposes a strategic deviation in IPO proceeds utilization, reflecting changed operational requirements and strategic priorities. The reallocation details are as follows:
| Original Object: | Net Amount (₹ Lakhs) | Amount Utilized (₹ Lakhs) | Balance Unutilized (₹ Lakhs) | Proposed Reallocation (₹ Lakhs) |
|---|---|---|---|---|
| Office Premises Purchase (Pune): | 895.00 | - | 895.00 | 500.00 to acquisitions |
| Computer Equipment & Software: | 243.69 | 194.90 | 48.79 | - |
| Manpower Hiring: | 417.96 | 35.00 | 382.96 | - |
| Subsidiary Investment (Telge Projects Inc): | 485.50 | - | 485.50 | - |
| General Corporate Purposes: | 404.14 | 200.00 | 204.14 | - |
| Total IPO Proceeds: | 2,446.29 | 429.90 | 2,016.39 | - |
The company justifies this reallocation by citing its recent expansion to Nashik, Maharashtra, where office premises have been secured through lease arrangements, reducing the immediate need for additional office space acquisition in Pune. The proposed ₹500.00 lakhs reallocation towards acquisitions and strategic initiatives aims to enhance business operations, enter new market segments, and integrate additional service lines previously outsourced to third parties.
Postal Ballot Process and Timeline
The postal ballot process will be conducted entirely through electronic voting, with the following schedule:
| Event: | Date and Time |
|---|---|
| Cut-off Date: | Friday, February 13, 2026 |
| E-voting Commencement: | Friday, February 20, 2026 (9:00 a.m. IST) |
| E-voting Closure: | Saturday, March 21, 2026 (5:00 p.m. IST) |
| Notice Distribution: | Thursday, February 19, 2026 |
Bigshare Services Private Limited serves as the Registrar and Transfer Agent facilitating the e-voting process, while Mr. Neeraj Rajkumar Parwani (Membership No. F12296), Practicing Company Secretary and Partner of M/s KPN & Associates Company Secretaries, Pune, has been appointed as the scrutinizer to ensure fair and transparent conduct of the postal ballot.
Strategic Rationale and Expected Impact
The Board of Directors emphasizes that the TPL-ESOP 2026 implementation will strengthen employee engagement, enhance productivity, and contribute to sustainable value creation by linking rewards to performance and long-term corporate success. The plan includes comprehensive provisions for various separation scenarios, including resignation, retirement, death, and permanent incapacity, ensuring fair treatment of option holders across different circumstances.
Regarding the IPO proceeds deviation, the company expects the proposed acquisitions and strategic initiatives to improve consolidated earnings and cash flow in the long term, either directly or through subsidiaries. The 12-month timeline for achieving the varied objects reflects the company's commitment to efficient capital deployment and strategic execution.
Members holding shares in dematerialized form are advised to ensure their email addresses are registered with respective Depository Participants, while those holding physical shares should verify registration with the company's Registrar and Transfer Agent for seamless participation in the e-voting process.
Source: Telge Projects Limited Postal Ballot Notice dated February 19, 2026
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