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SpiceJet has called its 41st AGM on September 30, 2025 at 12:00 noon via video conference, with e-voting open from September 26 to September 29, 2025. Ordinary business includes adoption of FY25 audited financial statements, re-appointment of Mrs. Shiwani Singh as Director (retiring by rotation), and appointment of M/s Kalyaniwalla & Mistry LLP as Statutory Auditors for a 5-year term (41st to 46th AGM), replacing Walker Chandiok & Co LLP who resigned in June 2025 citing independence concerns from non-audit work. Special business includes two preferential equity allotments to aircraft lessors to convert outstanding dues: up to 10.42 crore shares to Carlyle-linked entities (SASOF/Fly Aircraft Holdings/Citrine) worth up to USD 50 million, and up to 83.34 lakh shares to GASL Aviation Holdings (Genesis) worth up to USD 4 million, both at Rs. 42.32 per share. Also includes appointment of M/s Mahesh Gupta & Co. as Secretarial Auditor for 5 years (FY26-FY30). Proposed statutory audit fee for FY26 is Rs. 1.73 crore plus taxes.
Existing shareholders face significant equity dilution of up to roughly 11.25 crore new shares (about 11.2% based on current Rs. 10 face value capital) issued to convert ~USD 54 million of lessor debt into equity, which reduces the company's liabilities but expands the share base and brings Carlyle and Genesis entities onto the cap table. The auditor switch and new preferential issues will require shareholder approval at the September 30 AGM.