Announcement under Regulation 30 - Appointment of Director
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The Board appointed two Independent Directors — Mr. Alan M Wagner (CEO of Nisene Technology Group, a California-based semiconductor equipment firm) and Mr. S Balasubramanian (ex-Defense professional with 30+ years in operations and projects) — for a 5-year term starting June 12, 2025, and reconstituted the Audit, Stakeholders Relationship, and Nomination & Remuneration committees. It approved a preferential issue of 1,24,67,500 equity shares at ₹40 each (₹10 face value + ₹30 premium) to 133 non-promoter investors, raising about ₹49.87 crore. Separately, 1,18,00,000 convertible warrants at ₹40 each (~₹47.20 crore) will be allotted to the promoter group, namely Eswara Rao Nandam, Uma Nandam (current Whole-time Director), and Vishaal Nandam. The Board also appointed M/s. Jitendra Parmar & Associates as Secretarial Auditor for FY 2025-26 to 2029-30 and fixed July 12, 2025 for the 33rd AGM.
Existing shareholders will see meaningful dilution: the combined equity and full warrant conversion could raise the total share count substantially and lift the promoter group's combined holding to over 30%, while non-promoter investors' collective holding grows to around 65%. The new Independent Director from the semiconductor space aligns with the company's strategic direction, but the large preferential issue at ₹40 (with ₹30 premium) may exert short-term price pressure depending on market reception.