Hypersoft technologies has successfully completed a significant corporate restructuring through a preferential share allotment and strategic acquisition. The company's Board of Directors approved the transaction on February 27, 2026, following in-principle approval from BSE Limited received on February 23, 2026.

Preferential Share Allotment Details

The company executed a preferential allotment of 6.82 crore equity shares with a face value of Rs. 10.00 each, priced at Rs. 29.25 per share. The transaction was structured as a share swap arrangement rather than a cash consideration deal.

Share Distribution Among Allottees

The preferential allotment was distributed among four entities as part of the acquisition structure:

Strategic Acquisition and Subsidiary Structure

Through this share swap arrangement, Hypersoft Technologies acquired 6.82 crore shares of Nexus Innovate Pte. Ltd., making it a wholly owned subsidiary. The acquisition also resulted in Nexus Innovate LLC becoming a wholly owned step-down subsidiary, as it was previously a wholly owned subsidiary of Nexus Innovate Pte. Ltd.

The preferential issue to Cyberpath Systems Pte. Ltd., Quantum Path Solutions Pte. Ltd., and Quotrix Solutions Pte. Ltd. was made in their capacity as public shareholders of Hypersoft Technologies Limited.

Regulatory Compliance Matter

The Board also addressed a compliance matter regarding delayed submission of shareholder complaints under Regulation 13(3) of the SEBI (LODR) Regulations, 2015 for the quarter ended December 31, 2025. The Board noted that the delay was inadvertent and occurred due to oversight. Management was advised to strengthen internal compliance monitoring mechanisms to prevent future occurrences.

Corporate Governance

The transaction was completed in accordance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company received the necessary regulatory approvals before proceeding with the allotment, demonstrating adherence to proper corporate governance practices.

Hypersoft Technologies Limited has been imposed a fine by BSE Limited for non-compliance with regulatory submission requirements. The company received an email notification from BSE on February 20, 2026, regarding the penalty for delayed submission of shareholder complaints statement.

Regulatory Non-Compliance Details

The fine has been imposed under Regulation 13(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The violation pertains to the delayed submission of the statement on shareholder complaints for the quarter ended December 31, 2025.

Company's Response and Corrective Measures

The company has acknowledged that the delay was inadvertent and occurred due to oversight in their compliance processes. Management has emphasized that this was an unintentional lapse in their regulatory obligations.

In response to this incident, Hypersoft Technologies has announced plans to strengthen its internal compliance monitoring mechanisms. The company aims to implement enhanced procedures to ensure timely submission of all regulatory requirements and prevent recurrence of such instances in the future.

Financial Impact Assessment

According to the company's disclosure, the fine is not expected to have any material impact on its financial operations or other business activities. The penalty amount of ₹2,360 is relatively modest and should not affect the company's overall financial performance.

Regulatory Compliance Framework

The fine relates to SEBI's Listing Obligations and Disclosure Requirements, which mandate listed companies to submit periodic statements regarding shareholder complaints. These regulations are designed to ensure transparency and proper handling of investor grievances by listed entities.

The company has fulfilled its disclosure obligations by informing BSE about the penalty under Regulation 30 of SEBI LODR Regulations, 2015, which requires immediate disclosure of material events and information.