Please find attached EGM notice of Company scheduled to be held on 19th August, 2025.
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Sancode Technologies has called an EGM on August 19, 2025 to seek shareholder approval for two key items. First, increasing the company's Authorised Share Capital from Rs. 4.5 crore to Rs. 6.5 crore by adding 20 lakh new equity shares of Rs. 10 each. Second, issuing 11,11,111 convertible warrants on a preferential basis at Rs. 54 per warrant (a Rs. 44 premium over face value), raising up to Rs. 5.99 crore in cash. The warrants are proposed to be allotted to ZNL Startup Accelerator LLP (4,44,444 warrants, promoter category) and North Star Opportunities Fund VCC – Lighthouse Capital (6,66,667 warrants, non-promoter). Of the proceeds, Rs. 4.56 crore is earmarked for expansion into semiconductor design/packaging and AI technologies, while Rs. 1.44 crore is for general corporate purposes. Remote e-voting runs from August 16 to August 18, 2025, with a cut-off date of August 12, 2025.
If approved, the warrant issue could lead to dilution of existing shareholders once the warrants are converted into equity within 18 months. The fundraising signals a strategic pivot toward semiconductor and AI businesses, which could be a positive long-term growth signal but also carries execution risk. Existing shareholders should evaluate the warrant pricing (Rs. 54) relative to prevailing market price and the impact on their stake.