Aequs Limited has executed a Letter of Subscription on February 27, 2026, formalizing its strategic partnership with Ajna Aerospace & Defence Private Limited for unmanned aerial vehicle development. The regulatory filing under SEBI regulations confirms the company's commitment to expanding into the high-growth UAV sector through this joint venture arrangement.

Investment Structure and Timeline

The investment details demonstrate a structured approach to the joint venture development:

Joint Venture Company Profile

Ajna Aerospace & Defence Private Limited was incorporated on October 22, 2025, specifically to focus on UAV technology and manufacturing. The company's business scope encompasses sourcing and licensing intellectual property rights for unmanned aerial vehicles from overseas, developing proprietary IP, and manufacturing UAVs for both domestic and international markets.

Strategic Business Focus

The joint venture will concentrate on manufacturing unmanned aerial vehicles, unmanned aircraft systems, and autonomous aerial platforms along with related subsystems, components, and software. These products target applications across defence, security, industrial, and civilian sectors, positioning the partnership to capitalize on the expanding UAV market.

Regulatory Compliance

The transaction was disclosed under Regulation 30 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015. The filing confirms this investment aligns with Aequs' growth strategy of seeking inorganic opportunities through acquisitions and joint ventures to expand its business portfolio beyond traditional manufacturing operations.

Aequs Limited has issued a comprehensive postal ballot notice dated February 25, 2026, seeking shareholder approval for seven critical resolutions through remote e-voting. The notice, approved by the Board of Directors on February 23, 2026, addresses key corporate governance matters and strategic transactions.

Employee Stock Option Plan Ratification

The company is seeking ratification of the "Aequs Employee Stock Option Plan 2025" (ESOP 2025), which was originally approved by the Board on May 10, 2025, and shareholders on May 13, 2025, prior to the company's listing on December 10, 2025. The plan consolidates all existing employee stock option schemes into a single framework.

The ESOP 2025 requires ratification under SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as no company can make fresh grants post-listing unless the plan is ratified by members. The company also seeks approval for extending ESOP benefits to employees of holding and subsidiary companies, secondary acquisition of shares through trust route, and provision of funds by the company for share purchases by the Aequs Stock Option Plan Trust.

Director Nomination Rights

Aequs Limited is seeking approval for special rights contained in the Shareholders' Agreement dated October 12, 2023, which survived the agreement's termination following the IPO. The proposal grants shareholders holding at least 26% of share capital the right to nominate one director on the Board.

Material Related Party Transactions

The company seeks approval for material related party transactions with Aequs SEZ Private Limited for FY 2026-27, totaling ₹1,07,01,44,716. These transactions primarily involve infrastructure services as Aequs Limited and its wholly owned subsidiaries operate from Aequs Special Economic Zone.

The transactions represent 11.57% of the company's annual consolidated turnover for FY 2024-25 and 89.10% of Aequs SEZ Private Limited's turnover. Services include transport, electricity, administration, maintenance, security, and water charges.

Voting Process and Timeline

The postal ballot will be conducted exclusively through remote e-voting, with KFin Technologies Limited serving as the e-voting service provider. CS Pramod SM or CS Biswajit Ghosh of M/s. BMP & Co. LLP have been appointed as scrutinizers.

Articles of Association Amendment

The company also seeks approval to alter its Articles of Association by inserting Article 117A to formalize director nomination rights and delete Part B of the Articles, which ceased to have effect following the listing. The amendments are administrative in nature, ensuring compliance with post-listing regulatory requirements.

The Board of Directors has recommended all seven resolutions for shareholder approval, with six requiring special resolutions and one ordinary resolution for the related party transactions.

Source: None/Company/INE947N01017/50a47d53-01da-48e5-9e84-3de249f3343f.pdf