32nd ANNUAL REPORT OF HILLTONE SOFTWARE AND GASES LIMITED
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Hilltone Software and Gases Ltd has submitted its 32nd Annual Report for FY2024-25 along with the notice of the AGM to be held on Monday, 29 September 2025 at 3:00 PM via video conferencing, with e-voting window between 25-28 September 2025. The AGM notice seeks shareholders' approval for several major resolutions, including a preferential issue of 30,82,000 equity shares at Rs. 44 per share (aggregate Rs. 13.56 crore) to 33 non-promoter allottees, an increase in authorised share capital from Rs. 12 crore to Rs. 15 crore, and a major expansion of the company's main objects to include industrial and medical gases, IT/software services, solar power, recycling, digital marketing and AI, and hotels and hospitality. The company also proposes increasing the borrowing limit under Section 180(1)(c) to Rs. 200 crore, raising the NRI/OCI investment cap from 10% to 24%, and the FPI limit from 24% to 49% of paid-up capital. Other items include reappointment of statutory auditor M/s Ashvin K. Yagnik & Co. for five years, appointment of Ms. Dipika Modi as Independent Director, and adoption of new Articles of Association.
Shareholders should note this involves potential equity dilution from the preferential allotment to non-promoters and signals a major strategic diversification away from the core gases/software business into new verticals like solar, AI, hospitality and recycling. The sharp jump in borrowing capacity to Rs. 200 crore hints at plans for sizeable debt-funded expansion or acquisitions, which could impact leverage and equity value going forward.