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The board approved a major change of control: promoters will sell their stake to Singapore-based Northvale Capital Partners, and the company will acquire 100% of South Korea's E-Tunnel Inc (a biometric authentication hardware firm with CY2024 turnover of Rs 21.14 Cr) via a share swap. To fund and execute this, authorized share capital is being hiked sharply from Rs 6.5 Crore to Rs 275 Crore, and up to ~26.64 crore new equity shares will be issued at Rs 10 each to E-Tunnel shareholders (swap ratio 1:121). Separately, 40 lakh equity shares will be issued on a preferential basis to Northvale at Rs 10 each. Post-allotment, the new acquirer group plus PACs will hold 73.72% of the company while public shareholders will be diluted to just 26.28%. Two new Independent Directors were also appointed for 5-year terms, the Section 186 investment/loan limit was raised to Rs 500 Crore, and an EGM was fixed for January 19, 2026 to seek shareholder approval.
This is a transformative, near reverse-merger deal that will shift the company's identity toward biometric security hardware and hand majority control to the new Singapore-based acquirer group, severely diluting existing public shareholders to 26.28%. Existing investors should closely review the valuation, swap ratio, and the E-Tunnel acquisition rationale before voting at the January 19, 2026 EGM, as approval will lock in the new ownership and business direction.