Marble City India Ltd

AGM details

• Date: 30-09-2026; voting via E-Voting.

Key resolutions

• Agenda 1: Adoption of audited standalone and consolidated financial statements - passed.
• Agenda 2: Reappointment of Mrs. Usha Sharma as director by rotation - passed.
• Agenda 3: Appointment of Anurag Ranjan as Statutory Auditor - passed.
• Agenda 4: Approval of related party transactions - passed.
• Agenda 5: Revision of maximum managerial remuneration limit; special resolution - passed.

AGM Details

• AGM held on 30 September 2026 at 9:00 AM via VC/OAVM.
• Remote e-voting ran from 27 September to 30 September 2026.
• Votes unblocked in Delhi with witnesses on 30 September 2026.

Key Resolutions

• Item 1 (Ordinary): Adoption of financial statements — Passed.
• Item 2 (Ordinary): Reappointment of director by rotation — Passed.
• Item 3 (Ordinary): Appointment of statutory auditor — Passed.
• Item 4 (Ordinary): Approval of related party transactions — Passed.
• Item 5 (Ordinary): Revision of maximum managerial remuneration limit — Passed.

Voting Results

• Resolution 1: Passed; 99.998% in favour, 0.002% against.
• Resolution 2: Passed; 99.998% in favour, 0.002% against.
• Resolution 3: Passed; 99.998% in favour, 0.002% against.
• Resolution 4: Passed; 99.998% in favour, 0.002% against.
• Resolution 5: Passed; 99.998% in favour, 0.002% against.

Director Changes

• Director reappointment by rotation approved.

Auditor Appointments

• Statutory auditor appointed for the financial year 2026-27.

Related Party Transactions

• Approval of related party transactions.

AGM Details

• Date: Sep 30, 2026; Time: 09:00 A.M.; Mode: VC/OAVM; Quorum present.

Key Resolutions

• Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Re-appointment of Mrs. Usha Sharma (retiring by rotation) for reappointment.
• Appointment of CA Anurag Ranjan as Statutory Auditor.
• Approval of Related Party Transactions by the Company.
• Remuneration limit revision: Special Resolution to revise maximum managerial remuneration cap.

Voting Results

• Adoption of financial statements: Results pending; to be declared within 48 hours.
• Re-appointment of Usha Sharma: Results pending; to be declared within 48 hours.
• Appointment of Statutory Auditor: Results pending; to be declared within 48 hours.
• Approval of Related Party Transactions: Results pending; to be declared within 48 hours.
• Remuneration cap revision: Results pending; to be declared within 48 hours.

Dividend

• Dividend: Not disclosed in the filing.

Director Changes

• Mrs. Usha Sharma granted leave of absence; reappointment proposed.

Auditor Appointments

• Statutory Auditor: CA Anurag Ranjan appointed.

Material Related Party Transactions

• Related party transactions approved; details including counterparty not disclosed.

AGM Details

• Date: 30 September 2026; Time: 09:00 AM; Mode: Video Conferencing/OAVM
• Record/book closure dates not mentioned

Key Resolutions

• Adopt standalone and consolidated financial statements for the year
• Re-appointment of Mrs. Usha Sharma (retiring by rotation)
• Appointment of CA Anurag Ranjan as Statutory Auditor
• Approval of related party transactions by the Company
• Revision of maximum managerial remuneration limit

Voting Results

• Adoption of financial statements: results not disclosed
• Re-appointment of Mrs. Usha Sharma: results not disclosed
• Appointment of CA Anurag Ranjan: results not disclosed
• Approval of related party transactions: results not disclosed
• Remuneration limit revision: results not disclosed

Marble City India Limited — Closure of Trading Window from October 01, 2026 till 48 hours from the date of declaration of the amended and clarification issued by BSE vide its Circular No. LIST/COMP/01/2019-20 dated April 02, 2019; financial results for the quarter and half year ended September 30, 2026

Purpose

• Special resolution to issue up to 66,00,000 warrants on a preferential basis.

Key terms

• Warrants convertible to equity at Rs 117.50 per warrant.
• Total issue size Rs 77.55 crore.
• 66 lakh warrants; 1 warrant converts to 1 equity share.
• Upfront warrant subscription price 25% (Rs 29.38 per warrant).
• 75% payable on conversion (Rs 88.12 per warrant).
• Conversion window: 18 months from allotment.
• Proposed allottees: six non-promoter/public entities.
• Relevant date for price: 11 September 2026.
• Allotment within 15 days of passing resolution.
• Warrants and resulting shares rank pari-passu with existing shares.
• Warrants have 18-month tenure; lock-in as per ICDR.
• Price floor Rs 117.40; issue price Rs 117.50.
• Monitoring of utilization not applicable; issue size below Rs 100 crore.

Promoter/director participation

• Promoters and directors not subscribing to warrants.

Use of funds / rationale

• Repayment of loan Rs 35 crore.
• Working capital Rs 27 crore.
• General corporate purpose Rs 15.55 crore.

Shareholding impact

• Post-issue promoter 37.21%, non-promoter 62.79%.
• Total post-issue shares about 3.56 crore.

Governance / board

• No changes to board or KMP disclosed.

Other disclosures

• Board may issue shares upon conversion; listing planned.
• Private placement via PAS-4; price determined under ICDR.

Preferential warrant issue

• Board approved preferential issue of up to 66,00,000 convertible warrants.
• Warrants exercisable into equity shares at Rs 117.50 per warrant, total up to Rs 77.55 crore.
• Issuance to Non-Promoter/Public category, subject to approvals.
• Conversion period: 18 months from allotment, in one or more tranches.
• Conversion price adjustable for corporate actions.
• 66,00,000 warrants allocated among six allottees; details in Annexure A.
• Subject to shareholding approvals and stock exchange clearance.

EGM and related governance actions

• EGM scheduled for Oct 14, 2026 via VC/OAVM.
• Cut-off date for shareholder names for notice: Sept 18, 2026.
• Scrutinizer appointed: Mr. Sameer Kishore Bhatnagar, CS.

Regulatory disclosures

• Annexure A contains SEBI ICDR compliance details.
• Issuance subject to Companies Act 2013 and ICDR regulations.
• Post-issue dilution and allottees details provided.

Capital action: convertible warrants

• Board approved allotment of 30,00,000 convertible warrants to promoters.
• Warrants priced at Rs 100 each, including Rs 95 premium.
• Upfront subscription of 25% of the issue price required.
• Warrants convertible into equal number of equity shares within 18 months.
• Equity shares have face value Rs 5 and rank paripassu with existing shares.
• Promoters Saket Dalmia and Amit Dalmia allotted 15,00,000 warrants each.
• BSE in-principle approval received (Sept 9, 2026).
• Paid-up capital remains unchanged on allotment; increases on conversion.
• Warrants on a preferential basis subject to lock-in under ICDR 2018.

Meeting Details

• Date: 18 September 2026; Time and venue not disclosed.

Key Agenda Items

• Fund raising via preferential allotment and other modes, including potential issue of equity shares or warrants.

Other Notes

• No additional material governance or financial actions disclosed.

Target and acquirer

• Target: Marble City India Limited; Acquirer: Salsett Vinimay Private Limited with PACs Rishi Kajaria, Vedant Kajaria.

Promoter status & exchanges

• Acquirer and PACs are not in promoter/promoter group; listed on NSE and BSE.

Pre-acquisition holding

• Pre-acquisition holding (acquirer+PACs): 579,887 shares, 2.26% voting rights.

Acquisition details

• Date of acquisition: 10 September 2026; mode: open market; shares acquired: 2,250,000.

Post-acquisition holding

• Post-acquisition holding: 2,829,887 shares; approximately 2.21% voting rights.

Equity capital & features

• Equity share capital before/after: 128,225,540 shares; no change reported; no salient features.