Elitecon International Limited announced significant corporate developments following its board meeting held on February 27, 2026, including the resignation of an executive director and comprehensive updates on a proposed acquisition reversal.

Executive Director Resignation

The board took on record the resignation of Mr. Dayanand Ray from his position as Executive Director, effective February 27, 2026. In his resignation letter, Ray cited personal reasons for his departure and confirmed there were no other material reasons beyond those stated.

Ray expressed gratitude for the support received from fellow board members and colleagues during his tenure, requesting the board to relieve him from his executive duties.

Sunbridge Agro Acquisition Update

The board provided a comprehensive update on the proposed reversal of the acquisition of Sunbridge Agro Private Limited (SAPL). The company had entered into Share Purchase Agreements dated September 04, 2025, as part of its strategic objective to acquire controlling interest in SAPL.

Acquisition Implementation Challenges

The board identified several key issues affecting the transaction's implementation:

31.25% Free-Float Equity Stake:

• Substantial portion funded through company's internal sources
• Shares successfully transferred to the company
• Balance consideration intended to be funded from proposed Qualified Institutional Placement (QIP) proceeds
• QIP could not be concluded successfully, resulting in non-receipt of anticipated proceeds

44.99% Pledge-Float Equity Stake:

• Shares subject to existing pledge in favor of SBICAP Securities Limited
• Pledge release was a pre-condition for SPA implementation
• Pledged shares remain encumbered and continue as security for underlying credit exposure
• This portion of the transaction has not been executed

Board Resolution Approach

Following deliberations, the board took several decisive actions:

The board emphasized that no final binding decision has been made regarding acquisition reversal or cancellation. The matter remains subject to ongoing discussions and execution of definitive documentation.

Meeting Details and Compliance

The board meeting commenced at 06:30 P.M. and concluded at 07:30 P.M. on February 27, 2026. All disclosures were made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015.

The company confirmed that any material developments regarding the acquisition matter will be disclosed to stock exchanges in accordance with applicable regulatory requirements. The announcements were communicated to BSE Limited and The Calcutta Stock Exchange Ltd. as per standard listing compliance procedures.

Elitecon International Limited has disclosed details of a search operation conducted by the GST Department at its former registered office, resulting in temporary sealing of the premises. The company made this disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Search Operation Details

The Directorate General of GST Intelligence (DGGI), Regional Unit, Agra, conducted a search operation at the company's then registered office located at 152, Shivani Apartment, Plot No. 63, I.P. Extension, Patparganj, East Delhi – 110092 on November 25, 2024.

Premises Sealing and De-sealing

During the search proceedings, Managing Director Vipin Sharma was not available as he was travelling. The GST Department proceeded to seal the registered office on November 25, 2024, before the company's counsel could reach the premises. A Panchnama was drawn on the same day documenting the sealing of the office premises, which was subsequently communicated to the company's counsel.

The sealed premises were later de-sealed by the department on January 29, 2026, marking the end of the sealing period.

Office Relocation

In the interim period, Elitecon International had already shifted its registered office from the sealed premises to a new location. The company relocated its registered office to 5, Building No. 5, 2nd Floor, Park End, Vikas Marg, Preet Vihar, Delhi-110092, with effect from January 02, 2025. This relocation was completed in compliance with applicable statutory provisions.

Financial Impact Assessment

Regarding the financial implications of these developments, the company has stated that the financial, operational or other impact of the matter cannot be ascertained or quantified in monetary terms. The company has not provided specific details about the nature of the alleged violations or contraventions that led to the search operation.

The disclosure was made to BSE Limited and The Calcutta Stock Exchange Ltd. as part of the company's regulatory compliance obligations under the listing requirements.