UGRO Capital Limited has secured a significant regulatory milestone in its corporate restructuring initiative, receiving the Reserve Bank of India's 'No Objection' for its proposed amalgamation with wholly owned subsidiary Profectus Capital Private Limited. The approval marks a crucial step forward in the company's consolidation strategy.

RBI Approval Details

The Reserve Bank of India granted its 'No Objection' to the Scheme of Amalgamation through a letter dated February 25, 2026. The approval comes with stipulated conditions that the company must fulfill as part of the merger process.

Board Approval and Timeline

The amalgamation scheme received initial approval from UGRO Capital's Board of Directors during a meeting held on January 8, 2026. Following the board's decision, the company promptly submitted its application to the RBI on January 9, 2026, demonstrating efficient execution of the regulatory approval process.

Regulatory Compliance Framework

As part of the comprehensive approval process, UGRO Capital has applied to stock exchanges for observation letters under Regulations 37 and 59A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This step ensures compliance with securities market regulations governing corporate amalgamations.

Pending Approvals

Despite receiving RBI's 'No Objection', the scheme remains subject to several additional approvals:

• National Company Law Tribunal approval
• Consent from other applicable regulatory authorities
• Approval from shareholders of both companies
• Creditor approvals as required under applicable laws

The company has made the disclosure information available on its official website at www.ugrocapital.com , ensuring transparency and stakeholder accessibility to relevant documentation.

UGRO Capital Limited has announced the allotment of unlisted commercial papers worth Rs 50 crores, as approved by the company's Investment and Borrowing Committee on February 25, 2026. The decision was communicated to both BSE Limited and National Stock Exchange of India Limited under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Commercial Paper Details

The commercial papers carry specific terms and conditions that define their investment characteristics. The securities have been structured with a face value of Rs 5,00,000 per unit, while the issue price has been set at Rs 4,94,162 per security.

Financial Structure

The total issue value amounts to Rs 49,41,62,000, while the redemption value is set at Rs 50,00,00,000. This structure reflects the short-term nature of commercial papers as a funding instrument. Yes Bank Limited, Mumbai has been appointed as the Issuing and Paying Agent (IPA) for these securities.

Regulatory Compliance

The allotment has been conducted in accordance with regulatory requirements, with the company fulfilling its disclosure obligations under SEBI regulations. UGRO Capital has made the relevant information available on its official website at www.ugrocapital.com for stakeholder access. The company secretary and compliance officer, Satish Kumar, has signed off on the regulatory filing, ensuring proper documentation and compliance with listing obligations.