Enclosed herewith Notice of Postal Ballot.
SCANSTL · price
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Awaiting price reaction for this filing.
Scan Steels Ltd is seeking shareholder approval via postal ballot (e-voting from April 15 to May 14, 2025) for two resolutions. The first is an ordinary resolution to alter the Authorised Share Capital by reclassifying 87.5 lakh Non-Convertible Redeemable Preference Shares (NCRPS) into 1.5 crore Optionally Convertible Redeemable Preference Shares (OCRPS), keeping the total authorised capital unchanged at Rs. 86.5 crore. The second is a special resolution to issue up to 20,42,133 OCRPS at Rs. 61 each (face value Rs. 10 + premium Rs. 51) to three private allottees — Bayanwala Brothers Pvt Ltd (11,07,508), Gopikar Supply Pvt Ltd (4,67,527) and Ascon Merchandise Pvt Ltd (4,67,098). This is effectively an alteration of terms of existing NCRPS issued in 2015, not fresh fundraising. Each OCRPS is convertible into 1.05 equity shares at the holder's option until August 11, 2035, and carries a 1% yearly dividend.
This is a restructuring of existing preference shares — no new money is being raised and existing equity shareholders are not immediately diluted. However, if all OCRPS are converted, it could lead to the issuance of up to ~21.4 lakh additional equity shares (potential dilution of roughly 21.4 lakh shares over the long term). The low 1% dividend rate means minimal cash outflow for the company in the near term.