Elitecon International Ltd

Elitecon International Limited – Trading Window Closure from July 1, 2026 until 48 hours after the public announcement of Unaudited Financial Results for the Quarters ended June 30, 2026 and September 30, 2026

Agreement overview

• World Class 77, South Africa (registration no. 2023/959867/07), is the awarding entity.
• Product Supply Framework for export of cut blended tobacco, homogenised tobacco, cigarettes and FMCG.
• Aggregate programme ceiling up to USD 60 million (about ₹574.20 crore) under the framework.
• Counterparty is international (South Africa).
• Effective period: Sept 26, 2026 to Aug 31, 2027; purchases via written orders.
• Delivery on FCA Jawaharlal Nehru Port; payment due 90 days after transport-document date.
• No minimum purchase, take-or-pay, or exclusivity; individual supplies via accepted purchase orders.
• Not a related party; no promoter interest; not a government entity.
• Material impact: programme ceiling equals 37.5% of standalone FY2025-26 revenue; 11.3% of consolidated revenue.

Compliance update

• Resubmits legible standalone and consolidated results for Q4 FY26 after BSE query dated Sept 25, 2026.

Publication of Audited Results

• Board approved Audited Financial Results for quarter and year ended 31 Mar 2026 at Sep 21, 2026.
• Newspaper advertisements published Sep 23, 2026 in Financial Express (English) and Jansatta (Hindi).
• Filed under Regulation 47 of SEBI LODR; copies of advertisement submitted to the Exchange.
• Audited results relate to quarter and financial year ended March 31, 2026.
• Managing Director Pradeep Kumar signed the filing.

Disposal details

• Target: ELITECON INTERNATIONAL LIMITED; Acquirer: EBISU Global Opportunities Fund Limited (non-promoter).
• Pre-transaction voting rights: 101,756,693 shares (6.37%).
• Post-transaction voting rights: 77,532,004 shares (4.85%).
• Disposal: 24,224,689 equity shares sold (1.52%).
• Mode: Market sale of equity shares.
• Dates: July 10, 2026 to September 18, 2026.
• Pre/post capital: Pre-transaction 1,598,500,000; Post-transaction 15,985,000,000 shares (split 10:1).

Financial results and audit reports

• Audited standalone and consolidated results for year ended 31 March 2026 approved.
• Independent Auditors' Reports contain modified opinions; Statements on audit qualifications approved.
• Consolidated FY2025-26 revenue ₹5,074.80 Cr; PAT ₹185.06 Cr; standalone ₹1,529.50 Cr.
• Restatement: Landsmill Agro and Sunbridge Agro consolidated from 30 September 2025; six months profits included.

Internal audit changes

• Resignation of Jain & Rajeev Associates as internal auditors effective August 24, 2026.
• Geeta & Co. appointed internal auditors for FY2026-27 effective September 21, 2026.

Investor presentation

• Investor Presentation for Q4/FY2025-26 approved.

Board and leadership changes

• Board strengthened: Vipin Sharma rejoined as Executive Director; Pradeep Kumar appointed Managing Director.
• New CFO, Company Secretary, and three independent directors joined; first woman independent director.
• Appointments effective August 14, 2026; subject to shareholder approval.

Growth and capacity plans

• Capacity expansion plans outlined; milestones to be disclosed as approved.

Publication of postal ballot notice

• Copies of postal ballot notice publication submitted under SEBI LODR: Financial Express and Jansatta.

Item 1 – Vipin Sharma Appointment

• Vipin Sharma appointed as Director (Executive/Non-Independent); remuneration ₹3,00,000/month; liable to rotation; effective July 22, 2026.

Item 2 – Pradeep Kumar Director Appointment

• Pradeep Kumar appointed as Director (Executive/Non-Independent); remuneration ₹2,50,000/month; liable to rotation; July 22, 2026.

Item 3 – Pradeep Kumar as MD

• Pradeep Kumar appointed Managing Director for five years (Aug 14, 2026–Aug 13, 2031); basic salary ₹1,25,000/month.

Item 4 – Prachi Gupta NED

• Prachi Gupta appointed Non-Executive Independent Woman Director for five-year term from Aug 14, 2026.

Item 5 – Nisha Independent Director

• Nisha appointed Non-Executive Independent Director for five-year term from Aug 14, 2026.

Item 6 – Suraj Singh Independent Director

• Suraj Singh appointed Non-Executive Independent Director for five-year term from Aug 14, 2026.

Item 7 – Paramjeet Gulati Director

• Paramjeet Singh Gulati appointed Director (Executive/Non-Independent); remuneration ₹2,00,000/month; liable to rotation.

Appointments/Remuneration

• Approved appointment of Vipin Sharma, Pradeep Kumar, and Paramjeet Singh Gulati as Directors.
• Approved appointment of Pradeep Kumar as Managing Director; terms and remuneration approved.
• Approved appointment of Prachi Gupta as Non-Executive Independent Woman Director.
• Approved appointment of Nisha and Suraj Singh as Non-Executive Independent Directors.

Governance & Voting Process

• Approved postal ballot notice, remote e-voting arrangements; Scrutinizer appointed.
• Cut-off date for determining eligible members: Sept 11, 2026.
• Postal Ballot Notice dispatch date: Sept 18, 2026.
• Remote e-voting window: Sept 19, 2026 to Oct 18, 2026.

SOP fine related to Q1 2026 results

• BSE communication dated Sep 11, 2026 for non-submission of Q1 2026 results under Reg 33.
• SOP fine of ₹1,53,400 as of Sep 11, 2026.
• Company applied to BSE for full waiver on Sep 14, 2026; decision pending.
• No other material financial or operational impact identified at this stage.