We are hereby submitting the outcome of board meeting held today i.e, 24th may, 2025.
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The board of Rotographics (India) Ltd, at its meeting on May 24, 2025, approved the ratification of a preferential allotment of up to 95,50,000 equity shares to proposed promoter and non-promoter allottees, following BSE's in-principle approval dated March 25, 2025. Post-allotment, Shrey Gupta will emerge as the new controlling promoter with a 54.29% stake (53,00,000 shares plus shares under the Share Purchase Agreement), triggering a change of control. The board also approved amending the company's main objects clause to replace existing sub-clauses with new ones covering non-ferrous metals and alloys, raw materials for industrial use, mineral exploration and mining (gold, lead, zinc, copper, tin, etc.), and precious stones and jewellery manufacturing and trading. An Extraordinary General Meeting has been called for June 21, 2025 (via video conferencing) to seek shareholder approval via special resolutions. The post-allotment equity share capital will expand to 1,31,51,300 shares of Rs 10 each, totaling Rs 13.15 crore.
Existing shareholders face a significant change of control with a new promoter taking majority stake, alongside dilution from the preferential issue, and the company is pivoting sharply into metals, mining, and jewellery — a major diversification. Shareholders should review the EGM notice carefully and assess the new business direction and related-party disclosures before the June 21, 2025 vote.