We are hereby submitting Notice of EGM to be held on Saturday, 21st June, 2025
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Rotographics (India) Ltd has called an EGM on June 21, 2025 at 12:00 PM via video conferencing, with the cut-off date for e-voting eligibility set as June 13, 2025. Two special business items are on the agenda: (1) Ratification of a prior resolution from February 2025 approving the preferential allotment of up to 95,50,000 equity shares to proposed promoter and non-promoter allottees, specifically clearing up the disclosure on ultimate beneficial owners (point g of the explanatory statement). (2) Alteration of the Object Clause of the Memorandum of Association to widen the company's permitted business into non-ferrous metals and alloys, mining of minerals like lead, zinc, aluminium, copper, gold and other metallic minerals, and precious/semi-precious stones, jewellery and related activities. The allotment table shows Shrey Gupta as the incoming promoter acquiring 53 lakh shares (54.29% post-issue on a fully diluted basis of 1,31,51,300 shares), which will result in a change of control of the company. BSE had already given in-principle approval for this preferential issue on March 25, 2025.
Shareholders should note that this EGM involves both a change of control (new promoter Shrey Gupta taking 54.29%) and a major diversification of the company's business scope into metals, mining and jewellery — a significant shift away from its existing line. Voting against these resolutions could block the control change and the diversification plan; voting in favour paves the way for fresh equity infusion and a new strategic direction.