Outcome of Board Meeting held on Thursday, 25th September, 2025
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The board of Sattrix Information Security Ltd (SIS), listed on BSE SME, approved acquiring the entire 100% stake in Sattrix Software Solutions Pvt Ltd (SSS) through a share swap. SIS will issue up to 45,48,379 fresh equity shares at a swap ratio of 379:1, meaning every 1 SSS share will be exchanged for 379 SIS shares. Since promoters of SIS are also directors/shareholders in SSS, this qualifies as a related party transaction and will be done at arm's length pricing, subject to shareholder approval through a postal ballot. SSS operates in software development and consulting with FY24-25 turnover of Rs 301.68 lakhs, and is expected to broaden SIS's cybersecurity offerings into e-commerce, retail, education, and healthcare sectors. To accommodate the new issuance, the board also cleared raising authorised share capital from Rs 7.5 crore to Rs 30 crore.
The deal involves zero cash outflow for SIS but results in significant share dilution — existing shareholders will see their proportional stake fall to a post-issue capital where promoters hold 74.96% and public 25.04%. Completion is expected within 12 months, contingent on shareholder and regulatory approvals, so the stock is unlikely to react sharply until the postal ballot outcome is known.