Veer Global Infraconstruction Ltd

Dematerialisation status

• Dematerialisation requests for the period were processed and listed on the exchanges where existing securities are listed.
• Security certificates for dematerialisation were mutilated and cancelled after verification; depository name substituted as registered owner within timelines.
• The dematerialisation table shows NIL dematerialised certificates.

Q1 FY2026 results

• Unaudited standalone results for quarter ended 30 June 2026 approved by the Board on 10 August 2026.
• Limited Review Report by statutory auditors indicates no material misstatement.
• Results to be published in newspapers and available on company website.
• Board meeting held from 11:00 AM to 12:05 PM.
• Statement is standalone un-audited financial results.
• Compliance with Regulation 33 LODR; results to be published under Regulation 47(1).

Unaudited Q1 2026 results

• Approved unaudited standalone results for quarter ended 30 June 2026 with Limited Review Report.

Rights Issue approved

• Approved rights issue up to 34,08,684 shares at Rs 30 each aggregating Rs 10.22 crore.
• Rights entitlement: 1 for every 5 shares.

Draft Letter of Offer

• Approved Draft Letter of Offer for filing with BSE.
• Authorized non-material modifications within Board authority.

In-principal listing approval

• Approved application to BSE for in-principal listing approval of Rights Shares.

Rights Issue committee

• Constituted Rights Issue Committee and delegated specified powers.

Objects & utilization

• Objects of the Issue for Ayodhya Nagari-I approved with CFO-certified utilization schedule.

Implementation & compliance

• Authorized Directors/officers to implement the Rights Issue and complete regulatory compliance.

Preparatory actions ratified

• Ratified preparatory actions and intermediary appointments for the Rights Issue.

Disclosures to BSE

• Approved disclosures to BSE under Regulations 30 and 33 and authorized filings.

Dematerialisation processing and listing

• Security received for dematerialisation during the reporting period was confirmed to the depositories.
• Securities in dematerialised certificates have been listed on the stock exchanges.
• Physical certificates for dematerialisation were mutilated and cancelled after verification; depositories’ names substituted as registered owner within timelines.

EGM purpose

• Approve preferential issue of equity shares against unsecured loans.
• Correct allottee details and share numbers in the EGM notice.

Preferential issue

• Special resolution: issue 8,00,000 equity shares at ₹85 each.
• Allottees are Veerone Limited and Veer Finance Limited, both non-promoter corporates.
• Issue size is ₹6.80 crore, adjusted against unsecured loans.
• Veerone gets 2,11,765 shares; Veer Finance gets 5,88,235 shares.

Loan conversion terms

• Loans are unsecured, on-demand, and for working capital and general corporate needs.
• Proposed set-off: ₹1.80 crore for Veerone and ₹5.00 crore for Veer Finance.
• Remaining loan balances are ₹36.91 lakh and ₹1.22 crore respectively.

Shareholding impact

• Veerone may hold 1.24% post-issue; Veer Finance may hold 3.45%.
• Both allottees were previously holding zero shares.

Governance impact

• No promoter allotment is indicated; issue is to non-promoter corporate entities.
• The notice mainly updates allottee disclosures and share allocation details.

Purpose of EGM

• Approve conversion of unsecured loans into equity shares via preferential issue
• Approve material related party transactions for FY 2026-27

Preferential Issue Resolution

• Special resolution to issue 8,00,000 equity shares at ₹85 each by conversion of loans
• Shares issued to Veerone Limited (2,11,765 shares) and Veer Finance Limited (5,88,235 shares)
• Issue price includes ₹75 premium per share
• Total consideration ₹6.8 crore by set-off of unsecured loans
• Post-issue paid-up capital increases from ₹16.24 crore to ₹17.04 crore
• Shares rank pari passu with existing shares and subject to 6-month lock-in
• Relevant date for pricing is March 26, 2026
• Proposed allottees are non-promoter body corporates
• No promoters, directors, or KMPs subscribing to the issue

Outstanding Loans Details

• Veerone Limited loan ₹2.17 crore; ₹1.8 crore proposed for conversion
• Veer Finance Limited loan ₹6.22 crore; ₹5.0 crore proposed for conversion
• Loans are unsecured, multiple tranche, repayable on demand
• Loans used for working capital and general corporate purposes

Shareholding Impact

• Veerone Limited shareholding increases to 1.24% post-issue
• Veer Finance Limited shareholding increases to 3.45% post-issue
• Promoter & promoter group holding reduces from 73.43% to 69.98%
• Public shareholding increases from 26.57% to 30.02%
• No change in management or control of the company

Related Party Transactions Resolution

• Special resolution to approve material related party transactions up to ₹20 crore
• Transactions include sale/purchase of goods, leasing, services, loans, equity investments
• Related parties include promoters, directors, KMPs, their relatives, and entities under control
• Transactions to be at arm’s length and in ordinary course of business
• Approval valid for financial year 2026-27 and renewable annually

Additional Disclosures

• Valuation report justifies issue price of ₹85 per share
• No preferential allotments made in current financial year
• Company not a willful defaulter or fugitive economic offender
• Company compliant with continuous listing requirements
• In-principle approval application made to BSE for preferential issue listing

Preferential Issue Approval

• Board approved revision in outstanding unsecured loan details for preferential issue.
• Corrigendum to EGM notice to reflect updated unsecured loan particulars approved.
• Up to 800,000 equity shares to be issued at ₹85 per share, totaling ₹6.8 crore.
• Equity shares issued via preferential issue by converting unsecured loans into equity.

Investors and Shareholding Post-Issue

• Veerone Limited to receive 211,765 shares (1.24% post-issue).
• Veer Finance Limited to receive 588,235 shares (3.45% post-issue).
• Two investors involved in the preferential issue.

Loan and Board Actions

• Board ratified and confirmed all prior actions and decisions.
• Receipt of unsecured loans ratified and terms noted.

EGM Notice

• Veer Global Infraconstruction Limited to hold EGM on April 25, 2026 at 12:00 PM via VC/OAVM
• Notice published in The Free Press Journal and Nav Shakti on April 4, 2026

Company Details

• Registered office at Nalasopara East, Thane, Maharashtra
• CIN: L45309MH2012PLC225939
• Managing Director: Vijaybhai Vagjibhai Bhanshali (DIN: 05122207)

EGM Purpose and Resolutions

• EGM convened to transact business related to secured creditor matters and asset reconstruction
• Discussion on secured creditor proposals taken by Authorized Officer of IFCI Ltd
• Matters include approval of sale of immovable assets under SARFAESI Act
• Resolutions likely involve approval of asset sale and related financial restructuring

Financial and Governance Impact

• Sale price for assets to be recovered is Rs. 1,57,50,000 with earnest money Rs. 15,75,000
• Assets include immovable properties in Maharashtra with specified survey numbers
• Authorized Officer to conduct auction and sale process with specified timelines
• Potential material impact on company’s asset base and capital structure post asset sale

Voting and Meeting Details

• EGM to be held on April 25, 2026 from 12:00 PM to 4:00 PM
• E-voting and related information provided via Purva Share and company website
• Shareholders to approve resolutions related to asset sale and secured creditor proposals

Equity Issuance Approval

• Board approved conversion of loan into equity shares via preferential/private placement.
• Issuance subject to shareholder and regulatory approvals.
• Up to 800,000 equity shares to be issued at ₹85 per share.
• Total issuance value approximately ₹6.8 crore.
• Equity shares face value ₹10 each.

Investors and Shareholding

• Veerone Limited to receive 426,400 shares (2.50% post-issue).
• Veer Finance Limited to receive 373,600 shares (2.19% post-issue).
• Two investors involved in the preferential issue.

Related Approvals and Disclosures

• Board approved issue price and terms for equity shares.
• Related party transaction approved.
• Valuation report approved.
• Draft notice for Extra-ordinary General Meeting approved with date/time/venue.
• Scrutinizer and intermediaries appointed for EGM.