Notice of Postal Ballot of Mac Charles (India) Limited dated 09.12.2025.
MCCHRLS-B · price
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Mac Charles (India) Limited has issued a postal ballot notice seeking shareholder approval for a material related party transaction. The company's wholly owned subsidiary, Mac Charles Hub Projects Private Limited, plans to issue 54,000 senior, secured, redeemable, listed, rated non-convertible debentures of INR 1,00,000 each, aggregating to INR 540 crores in one or more tranches. Embassy Property Developments Private Limited (EPDPL), the holding company of Mac Charles (holding 73.41% stake), proposes to provide a corporate guarantee for these debentures and execute an options agreement. Since the transaction value exceeds 10% of annual consolidated turnover (equating to about 5,493% due to nil standalone turnover of the subsidiary), it qualifies as a material related party transaction under SEBI LODR Regulation 23. The e-voting window runs from December 15, 2025 to January 13, 2026, with results expected by January 15, 2026. Mr. Jitendra Virwani (Promoter) and Mr. Aditya Virwani (Director) are interested parties as they hold interests in EPDPL.
Approval will enable the subsidiary to raise INR 540 crores through NCDs backed by the parent (EPDPL) guarantee. While Mac Charles itself is not a direct party to the guarantee, shareholders should note the promoters' conflict of interest and the large scale of this related-party debt arrangement, which equals about 20.61% of EPDPL's standalone turnover.