TCC Concept Limited , a publicly traded company, held an Extraordinary General Meeting (EGM) on November 5, 2025, where shareholders unanimously approved six significant resolutions. The meeting, conducted through video conferencing, marked a pivotal moment for the company as it sets the stage for strategic expansion and employee incentivization.

Key Resolutions Approved

1. Increase in Authorized Share Capital: Shareholders approved an increase in the company's authorized share capital from Rs. 40 crore to Rs. 60 crore, divided into 6 crore equity shares of Rs. 10 each.

2. Pepperfry Acquisition: A preferential issue of 1,18,55,560 equity shares was approved for acquiring a 98.98% stake in Pepperfry Limited through a share swap arrangement.

3. Employee Stock Option Plan: The TCC Concept Limited Employee Stock Option Plan 2025 received approval, extending benefits to eligible employees of the company and its subsidiaries.

4. Loan and Investment Limits: Shareholders authorized the company to make loans, investments, or provide security and guarantees exceeding the prescribed limits under Section 186 of the Companies Act, 2013.

5. ESOP Issuance: Approval was granted for issuing employee stock options equal to or exceeding 1% of the issued share capital of TCC Concept Limited.

Voting Details

The resolutions were passed with overwhelming support, as detailed in the following table:

Meeting Proceedings

The EGM, chaired by Mr. Umesh Kumar Sahay, was attended by all directors, key managerial personnel, and representatives of the statutory auditors and secretarial auditor. The meeting commenced at 12:30 PM IST and concluded at 12:55 PM IST, with 22 members joining via video conference.

Ms. Isha Arora, Company Secretary and Compliance Officer, managed the proceedings and informed shareholders about the e-voting process. The company provided remote e-voting facilities from November 2 to November 4, 2025, and additional e-voting during the EGM for those who had not cast their votes earlier.

Implications and Next Steps

The approved resolutions signify TCC Concept Limited's strategic move towards expanding its market presence through the acquisition of Pepperfry Limited, a significant player in the online furniture and home decor space. The increase in authorized share capital and the implementation of the ESOP plan indicate the company's focus on growth and employee retention.

The company is expected to proceed with the necessary regulatory filings and take steps to implement these resolutions in the coming weeks. Shareholders and market observers will be keenly watching how these strategic decisions unfold and impact the company's future performance and market position.

TCC Concept Limited will communicate the detailed voting results and the scrutinizer's report to the stock exchanges within two working days of the EGM's conclusion, as per regulatory requirements.

TCC Concept Limited has announced an expansion of its previously reported acquisition of Pepperfry Limited, India's largest omnichannel furniture and home goods e-commerce marketplace. The company's board has approved an increase in the stake acquisition from the initially planned 95.18% to 98.98% on a fully-diluted basis.

Acquisition Details

The revised deal involves TCC Concept acquiring:

• 3,50,32,475 equity shares (98.90% of total equity shares)
• 30,13,917 Compulsorily Convertible Preference Shares (CCPS) (100% of CCPS)

This acquisition represents a 98.98% stake in Pepperfry on a fully-diluted basis, for a total consideration of Rs 661.47 crore.

Share Swap Agreement

To facilitate this acquisition, TCC Concept will issue 1,18,55,560 equity shares to Pepperfry's shareholders through a preferential allotment. The shares will be issued at a price of Rs 557.94 per share, including a premium of Rs 547.94 per share.

Strategic Rationale

The acquisition aims to strengthen TCC Concept's presence in the e-commerce and digital marketplace space. By integrating Pepperfry's established furniture and home goods marketplace with TCC's technology expertise, the company plans to:

• Enhance customer experience
• Create operational synergies
• Unlock new growth opportunities

This move aligns with TCC Concept's vision of building scalable and technology-enabled consumer platforms.

About Pepperfry

Founded in 2011, Pepperfry has grown to become a significant player in India's online furniture and home decor market. Key highlights include:

• 150+ studios across 100+ cities
• Robust supply chain and Assisted Buying services

Regulatory Approvals and Timeline

The acquisition requires approval from TCC Concept's shareholders and the stock exchange, in accordance with the Companies Act, 2013 and SEBI regulations. The company expects to complete the acquisition subject to receiving all necessary approvals.

Impact on Shareholding

Post-acquisition, the promoter shareholding in TCC Concept is expected to decrease from 60.87% to 45.69%, while public shareholding will increase from 39.13% to 54.31%.

This strategic move by TCC Concept Limited marks a significant step in consolidating its position in the rapidly growing e-commerce sector, particularly in the furniture and home goods segment.