In terms of Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (as amended), we wish to inform your good office that the Board of Directors of our ....
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The board of Dhenu Buildcon Infra, meeting on July 21, 2025, approved several major decisions. The biggest one is issuing up to about 591.5 crore equity shares at ₹1.42 each (totalling roughly ₹840 crore) on a preferential basis to six non-prometer entities, entirely by converting their existing unsecured loans into equity. To accommodate this, authorized share capital is being raised from ₹2.25 crore to ₹1,000 crore (a 444x increase), subject to shareholder approval at the 117th AGM on August 18, 2025. The board also appointed Mr. Kalpesh Bhanushali as Additional Executive Director, Mr. Asutosh Sahu as Internal Auditor for 5 years, and M/s Ramesh Chandra Bagdi & Associates as Secretarial Auditor for 5 years. The previous statutory auditor, M/s Subramanium Bengali & Associates, resigned citing a change in stakeholders during the last financial year. Six specific non-promoter investors will end up holding between roughly 7% and 22% of the company post-allotment.
Existing shareholders will face extreme dilution as the share count is set to multiply by orders of magnitude and the promoter group's stake will be significantly reduced. Converting unsecured debt into equity is a positive step that cleans up the balance sheet by removing liabilities, but the negligible premium over face value (₹1.42 vs ₹1) and the sheer scale of dilution make this a mixed outcome for current shareholders.