News Stocks Alka India Limited Board Meeting Outcome: Major Corporate Restructuring and Compliance UpdatesAlka India Limited Board Meeting Outcome: Major Corporate Restructuring and Compliance Updates
Alka India Limited's board meeting on February 27, 2026, approved major corporate restructuring including company name change to AUDROC Limited, registered office relocation from Maharashtra to Gujarat, preferential equity share issuance totaling ₹355 crores through loan conversion and share swap arrangements, expansion of business objectives to include comprehensive agricultural and FMCG operations, enhanced borrowing and investment limits of ₹5000 crores each, divestment of 71.34% stake in subsidiary Vintage FZE (India) Private Limited, and key management changes with new appointments in secretarial and auditing roles.
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Alka India Limited's Board of Directors convened on February 27, 2026, to approve a comprehensive corporate restructuring plan that includes significant changes to the company's identity, operations, and capital structure. The meeting, held from 09:00 A.M. to 09:30 A.M., addressed multiple strategic initiatives requiring shareholder approval and regulatory compliance under Regulation 30 of SEBI LODR.
Management and Leadership Changes
The board implemented several key management transitions to support the company's restructuring objectives. Mr. Jatinbhai Ramanbhai Patel (DIN: 06973337) transitioned from Executive Director to Non-Executive Director effective February 27, 2026. Simultaneously, Mrs. Jinal Dishank Shah resigned from her position as Company Secretary and Compliance Officer, with her responsibilities concluding at the close of business hours on February 27, 2026.
| Position: | Outgoing | Incoming |
|---|---|---|
| Company Secretary & Compliance Officer: | Mrs. Jinal Dishank Shah | Ms. Himani Jhamar (A76401) |
| Executive Director: | Mr. Jatinbhai Ramanbhai Patel | Transitioned to Non-Executive Director |
| Secretarial Auditor: | Previous auditor | M/s. J. D. KHATNANI & ASSOCIATES |
Ms. Himani Jhamar (A76401) was appointed as the new Company Secretary and Compliance Officer based on the Nomination & Remuneration Committee's recommendation. She brings one year of post-qualification experience in corporate law, regulatory compliance, and corporate governance, with expertise in the Companies Act, 2013, and SEBI regulations.
Corporate Identity and Structure Transformation
The board approved fundamental changes to the company's corporate structure. The company name will change from "Alka India Limited" to "AUDROC Limited," subject to shareholder approval and regulatory clearances. This change received preliminary approval from the Central Registration Centre (CRC), Ministry of Corporate Affairs on February 07, 2026.
The registered office will relocate from "Gala No. D- 3/4/5, Hatkesh Udyog Nagar-1, Off. Mira Bhayandarroad, Gcc Road, Mira Near Hatkesh Substation Thane - 401 107, Mira Road, Thane, Vasai, Maharashtra, India, 401107" to "A-1115 Titanium Business Park, Nr Makarba Railway Crossing, Jivraj Park, Ahmedabad, Gujarat, India, 380051."
Preferential Share Issuance
The board authorized two significant preferential equity share issuances totaling substantial capital infusion:
| Issuance Type: | Number of Shares | Issue Price (₹) | Total Amount (₹) |
|---|---|---|---|
| Loan Conversion: | 45,00,000 | 15.00 | 6,75,00,000 |
| Share Swap: | 23,21,37,112 | 15.00 | 3,48,20,56,680 |
The first issuance involves 45,00,000 equity shares at ₹15.00 per share (including ₹14.00 premium) for ₹6,75,00,000, designated for loan conversion as per the approved resolution plan. The second involves 23,21,37,112 equity shares at the same price for ₹3,48,20,56,680 through share swap arrangements with promoters, promoter groups, and non-promoter allottees.
Business Expansion and Financial Authorizations
The board significantly expanded the company's operational capabilities by altering the Objects Clause in the Memorandum of Association. The revised objectives encompass comprehensive agricultural and food business operations, including processing, manufacturing, import-export activities, FMCG products, dairy products, organic farming, and various agricultural technologies.
Financial limits were substantially increased to support growth initiatives:
| Authorization Type: | Enhanced Limit |
|---|---|
| Borrowing limits: | ₹5000 crores for working capital and capital expenditure |
| Investment/loan limits: | ₹5000 crores under Section 186 of the Companies Act, 2013 |
Subsidiary Divestment and Governance Updates
The board approved divesting the company's 71.34% stake in wholly owned subsidiary Vintage FZE (India) Private Limited for ₹90,000. The subsidiary contributed ₹0.49 lakhs in turnover (5.42% of consolidated turnover) and held ₹827.13 lakhs net worth (7.72% of consolidated net worth) during the last financial year.
Additional governance measures include appointing M/s. J. D. KHATNANI & ASSOCIATES as Secretarial Auditors for five financial years (2025-26 to 2029-30) and adopting new sets of Memorandum and Articles of Association to align with current regulatory requirements.
Shareholder Meeting and Next Steps
The Annual General Meeting is scheduled for Monday, March 23, 2026, where shareholders will vote on these comprehensive proposals. Kamlesh Mahendrabhai Shah, Practicing Company Secretaries, has been appointed as Scrutinizer for the e-voting process to ensure fair and transparent proceedings.
All proposed changes require shareholder approval and are subject to necessary regulatory clearances and compliance with applicable laws and regulations.
Source: None/Company/INE061B01038/81e74a26-c458-4500-a66b-1cd43a45431b.pdf
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