LCC Infotech Board Approves Major Corporate Restructuring and Open Offer Details

The board of directors of LCC Infotech Limited has approved a comprehensive corporate restructuring plan, including a significant ownership transition through Mr. Kunjit Maheshbhai Patel's mandatory open offer. The board meeting held on January 03, 2026, formalized multiple strategic decisions that will reshape the company's capital structure and business operations.

Board Meeting Outcomes and Key Approvals

The board has approved several major corporate actions that will transform the company's structure:

Decision:	Details
Authorized Capital Increase:	From ₹51.00 crores to ₹80.00 crores
Share Purchase Agreement:	Execution with Kunjit Maheshbhai Patel
Preferential Allotment:	4.20 crore equity shares at ₹3.55 per share
Convertible Warrants:	22.56 crore warrants at ₹3.55 per warrant
EGM Date:	February 02, 2026 at 11:30 AM
New Director Appointment:	Akhilkumar Dilipbhai Kotak as Executive Director

Open Offer Structure and Financial Details

The mandatory open offer, managed by Grow House Wealth Management Private Limited, seeks to acquire up to 4,38,34,271 equity shares representing 26.00% of the company's emerging voting share capital. The offer is structured as a cash transaction with comprehensive terms:

Parameter:	Details
Offer Size:	4,38,34,271 equity shares
Percentage of Capital:	26.00% of emerging voting share capital
Offer Price:	₹3.55 per share
Maximum Consideration:	₹15,56,11,663.00
Payment Mode:	Cash
Face Value:	₹2.00 per share

Underlying Transactions and Ownership Transfer

The mandatory open offer has been triggered by two significant underlying transactions executed on January 03, 2026, which will result in Patel acquiring more than 25.00% of the emerging voting share capital:

Transaction Type:	Share Count	Stake Percentage	Consideration (₹ Crores)
Share Purchase Agreement:	5,80,42,357 shares	34.43%	20.61
Preferential Allotment:	4,20,00,000 shares	24.91%	14.91
Total Acquisition:	10,00,42,357 shares	59.34%	35.52

Business Diversification and New Ventures

The board has approved significant amendments to the company's Memorandum of Association, expanding business activities into four new sectors:

New Business Segment:	Scope
Entertainment Industry:	Music creation, film production, cinema operations
Jewelry Business:	Ornament manufacturing, gemstone trading
Construction Sector:	Real estate development, infrastructure projects
Travel & Tourism:	Tour operations, travel management services

The company also approved shifting its registered office from West Bengal to Gujarat, aligning with the new management's operational base.

Promoter Transition and Control Change

The transaction represents a complete ownership transition, with existing promoters exiting entirely:

Promoter Name:	Pre-Transaction Shares	Pre-Transaction %	Post-Transaction Shares
Shreeram Bagla:	2,90,25,566	22.93%	Nil
Rachna Suman Shaw:	2,90,16,791	22.92%	Nil
Total:	5,80,42,357	45.85%	Nil

Upon completion of the underlying transactions and open offer, Patel will assume control of LCC Infotech and be classified as its promoter.

Regulatory Timeline and Shareholder Meeting

The company has scheduled an Extraordinary General Meeting for February 02, 2026, at 11:30 AM through video conferencing to approve the proposed changes. Key timeline elements include:

Event:	Date/Details
Remote E-voting Period:	January 30 - February 01, 2026
Cut-off Date:	January 26, 2026
EGM Date:	February 02, 2026
Scrutinizer:	M/s Dharti Patel & Associates

The acquirer, a 41-year-old Indian national residing in Ahmedabad, Gujarat, has confirmed adequate financial resources for the acquisition. The transaction represents a strategic acquisition aimed at gaining control while maintaining the company's public listing status and expanding into new business verticals.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+4.97%	+8.00%	-3.38%	+1.67%	-47.80%	-10.83%

LCC Infotech Limited announced the resignation of its statutory auditors, M/s Budhia & Co, Chartered Accountants, effective July 24, 2025. The auditing firm cited their inability to continue due to pre-occupation with other assignments and insufficient time to devote to the company's affairs.

Auditor Appointment and Resignation Details

Budhia & Co, appointed on June 28, 2024, was originally scheduled to serve until September 29, 2029. However, their tenure has been cut short by this unexpected resignation. The auditors submitted their most recent audit report for the financial year 2024-25 on May 26, 2025.

Transition Period and Ongoing Commitments

Despite their resignation, Budhia & Co has agreed to complete the limited review assignment for the first quarter ending June 2025. This commitment ensures a smoother transition for LCC Infotech as they search for new statutory auditors.

Official Communication and Compliance

In compliance with regulatory requirements, LCC Infotech Limited has formally notified both the BSE Limited and the National Stock Exchange of India Limited about this development. The company's disclosure adheres to Regulation 30 of the SEBI Listing Regulations, 2015, read with SEBI Circular No. CIR/CFD/CMD1/114/2019 dated October 18, 2019.

Auditor's Statement

In their resignation letter dated July 23, 2025, Budhia & Co stated, "Due to our pre-occupation in other assignments, we are not in a position to devote our time to the affairs of the Company." The firm's representative, Manoj Kumar Budhia, confirmed that there are no other material reasons for their resignation beyond those stated.

Company Response

LCC Infotech's Company Secretary, Vineet Jain, acknowledged the auditor's resignation in the official intimation to the stock exchanges. The company will now begin the process of appointing new statutory auditors to ensure continued compliance with regulatory requirements.

This development marks an unexpected change for LCC Infotech, and stakeholders will likely monitor how the company manages this transition and selects its new auditors.