ZR2 Bioenergy Limited (formerly known as Gujchem Distillers India Limited) has announced the forfeiture of Rs. 42,12,32,500 following the non-exercise of warrant conversion options by multiple investors. The forfeiture became effective after the 18-month conversion deadline expired on February 13, 2026.

Warrant Allotment Background

The company had initially allotted 2,59,22,000 convertible warrants on May 10, 2024, on a preferential basis to acquirer alias proposed promoter and strategic investors (non-promoters). The warrants were issued at Rs. 65 each, aggregating to a total amount of Rs. 168,49,30,000. At the time of allotment, the company received Rs. 42,12,32,500 as the initial subscription amount, representing 25% of the total warrant value.

Forfeiture Details

Under Regulation 169(3) of Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, the entire initial subscription amount has been forfeited due to non-exercise of conversion options within the prescribed timeframe.

Regulatory Compliance

The forfeiture has been communicated to BSE Limited under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Managing Director Jimmy Olsson signed the disclosure on February 14, 2026, confirming compliance with applicable regulations. The disclosure will also be made available on the company's website at www.rushil.com for public access.

ZR2 Bioenergy Limited has announced the successful allotment of 1,23,50,000 additional equity shares following the conversion of Compulsorily Convertible Debentures (CCDs). The company, formerly known as Gujchem Distillers India Limited, completed this significant corporate action on February 14, 2026, as communicated to BSE Limited under Regulation 30 of SEBI listing requirements.

CCD Conversion Details

The conversion involved 1,23,50,000 CCDs being converted into an equal number of equity shares with a face value of Re. 1 each. The conversion was executed at a price of Rs. 65 per share, which includes a premium of Rs. 64 per share over the face value.

Shareholding Impact

The allotment has substantially altered the shareholding pattern of ZR2 Bioenergy Limited. ZR2 Group Holdings Limited, which was the sole investor in this conversion, has seen its stake increase significantly following the transaction.

Share Rights and Listing Process

The newly allotted equity shares will rank pari passu with existing fully paid-up equity shares of the company. This means the new shares carry equal rights in all respects, including:

• Entitlement to dividend distributions
• Voting powers in shareholder meetings
• Rights to asset distribution in case of liquidation, dissolution, or winding up

ZR2 Bioenergy Limited has confirmed that it will make necessary applications to BSE Limited for seeking listing and trading approval for the 1,23,50,000 additional equity shares in due course.

Regulatory Compliance

The company has fulfilled all disclosure requirements under Regulation 30 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. The announcement was made in accordance with the circular dated September 09, 2015, bearing reference number CIR/CFD/CMD/4/2015 issued by the Securities and Exchange Board of India. The board meeting to approve this allotment commenced at 10:00 a.m. and concluded at 6:00 p.m. on the same day, with Managing Director Jimmy Olsson (DIN: 06891122) signing the regulatory filing.