Wherrelz IT Solutions Limited Board Meeting Scheduled for January 21, 2026 to Consider Preferential Share Issue and EGM Matters

Wherrelz IT Solutions Limited has informed BSE Limited about an upcoming board meeting scheduled for January 21, 2026, pursuant to Regulation 29 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting will be held at the company's registered office to consider several important corporate matters.

Key Agenda Items

The board meeting will address multiple significant items that could impact the company's capital structure and governance:

Agenda Item	Details
Preferential Issue	Shares and/or warrants to non-promoters for cash consideration (loan conversion)
Regulatory Compliance	As per Chapter V of SEBI (ICDR) Regulations 2018
Approval Requirements	Subject to shareholder approval and other applicable laws
Relevant Date	To be fixed for preferential issue purposes
EGM Scheduling	Day, date and time to be determined
Scrutinizer Appointment	For EGM proceedings

Preferential Issue Details

The primary focus of the board meeting centers on a preferential issue of shares and/or warrants to non-promoters. This issuance is specifically intended for cash consideration through loan conversion, indicating the company's strategy to convert existing debt into equity. The proposal must comply with Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2018.

Regulatory and Approval Framework

The preferential issue requires comprehensive approval processes, including shareholder consent and compliance with applicable regulatory requirements. The board will also determine the relevant date for the preferential issue, ensuring proper timeline management for the proposed capital restructuring.

Extraordinary General Meeting Preparations

As part of the meeting agenda, the board will establish the schedule for an Extraordinary General Meeting, including fixing the specific day, date, and time. Additionally, the appointment of a scrutinizer will be addressed to ensure proper conduct and oversight of the EGM proceedings.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-100.00%	-100.00%	-100.00%	-100.00%	-100.00%	-100.00%

Committee Reconstitution

The board meeting, which commenced at 05:15 PM and concluded at 05:31 PM at the company's registered office, addressed the reconstitution of the Nomination and Remuneration Committee. The new committee composition includes three independent directors:

Position:	Name	Type	DIN
Chairman:	Rishi Dharampal Aggarwal	Non-Executive Independent	07550675
Member:	Uma Chidambaram Krishnan	Non-Executive Independent	08824361
Member:	Nitesh Pratapray Mehta	Non-Executive Independent	09555034

Previous Financial Performance

The company had earlier reported its unaudited financial results for the half-year ending September 30, 2025, showing improved performance:

Metric:	Amount (₹ in lakhs)
Revenue from Operations:	1,278.55
Total Income:	1,278.61
Total Expenses:	1,253.95
Profit Before Tax:	24.66
Net Profit:	23.35

Balance Sheet Position

As of September 30, 2025, the company's key balance sheet items were:

Item:	Amount (₹ in lakhs)
Total Assets:	4,993.56
Equity Share Capital:	38.96
Other Equity:	(766.03)
Current Liabilities:	1,043.60

Corporate Governance Focus

The reconstitution of the Nomination and Remuneration Committee demonstrates the company's commitment to maintaining strong corporate governance practices. The committee now comprises entirely of independent directors, which aligns with regulatory requirements and best practices for listed companies. This change follows the company's earlier approval of a draft notice for postal ballot and appointment of Mrs. Rupal Patel as Scrutinizer for the postal ballot process.

Strategic Outlook

With the committee reconstitution completed and previous approval for potential fundraising, Wherrelz IT Solutions appears to be strengthening its governance framework while positioning itself for future growth opportunities. The company's return to profitability in the recent half-year results, combined with these governance improvements, may support its strategic initiatives going forward.