GRM Overseas Limited has successfully acquired GRM ARABIA FZCO as its 100% wholly owned subsidiary, marking a significant expansion into the Middle Eastern market. The acquisition was announced on February 26, 2026, in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Acquisition Details

The company has acquired the entire share capital of GRM ARABIA FZCO through cash consideration for AED 50,000. The acquisition represents a strategic move to establish operations in the United Arab Emirates market.

Strategic UAE Distribution Center

The acquisition aims to establish a comprehensive distribution and marketing hub in the United Arab Emirates for catering to customers in the UAE and nearby international markets. The subsidiary will focus on creating a strategic center for FMCG operations including:

• Trading of rice, food grains, and related food products
• Importing and exporting operations
• Distribution network development
• Market expansion in the FMCG sector

Entity Profile

GRM ARABIA FZCO operates in the fast-moving consumer goods (FMCG) industry. As a newly incorporated entity, the company is yet to commence business operations, with no applicable turnover or net profit figures at the time of acquisition.

Regulatory Compliance

The acquisition does not fall within related party transactions, and no governmental or regulatory approvals are required for the transaction. The disclosure has been made in accordance with SEBI regulations and is available on the company's website at www.grmrice.com .

This strategic acquisition positions GRM Overseas Limited to expand its reach in international markets, particularly in the Middle East region, leveraging the UAE as a gateway for broader regional operations in the food products sector.

GRM Overseas Limited has successfully completed a major warrant conversion exercise, converting 77,18,000 warrants into equity shares and raising ₹86,82,75,000 in the process. The Board of Directors approved the conversion and allotment on February 06, 2026, marking the completion of a significant capital raising initiative.

Warrant Conversion Details

The conversion involved 77,18,000 warrants out of the original 90,70,000 warrants allotted on August 08, 2024. The company had previously converted 13,52,000 warrants on May 28, 2025, leaving 77,18,000 warrants for this final conversion round.

Major Allottees and Distribution

The warrant conversion involved both promoter and non-promoter categories, with significant participation from institutional investors. The largest allocations went to investment funds, demonstrating strong institutional confidence in the company.

Key Allottees:

• FORBES EMF: 20,00,000 warrants (₹22,50,00,000)
• Coeus Global Opportunities Fund: 20,00,000 warrants (₹22,50,00,000)
• Singularity Equity Fund I: 11,70,000 warrants (₹13,16,25,000)
• Atul Garg (Promoter): 5,50,000 warrants (₹6,18,75,000)
• Mamta Garg (Promoter): 5,50,000 warrants (₹6,18,75,000)

Bonus Share Allotment

Simultaneously, the Board approved the allotment of 1,54,36,000 bonus shares in the ratio of 2:1, as approved by shareholders in the Extraordinary General Meeting held on December 09, 2025. This means warrant holders received two additional bonus shares for every one share obtained through warrant conversion.

Impact on Share Capital

The warrant conversion and bonus issue significantly impacted the company's capital structure. The paid-up share capital increased substantially, reflecting the successful completion of the fundraising exercise.

Regulatory Compliance

The allotment was conducted in accordance with SEBI (ICDR) Regulations, 2018, and the Listing Obligations and Disclosure Requirements Regulations, 2015. The company confirmed that all newly allotted shares rank pari-passu with existing equity shares.

The Board meeting was held at the company's Corporate Office in Village Naultha, Tehsil Israna, Panipat, Haryana, commencing at 05:00 P.M. and concluding at 06:40 P.M. on February 06, 2026. The company noted that no warrants remain outstanding, with the entire warrant allotment successfully converted into equity shares.