TruCap Finance Limited has informed the Exchange regarding Notice of Extraordinary General Meeting to be held on June 25, 2025.
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TruCap Finance has called an Extra-Ordinary General Meeting on June 25, 2025 to seek shareholder approval for several major proposals. The biggest item is the proposed preferential issue of 11.56 crore equity shares and 9.37 crore convertible warrants to Marwadi Chandarana Intermediaries Brokers Pvt Ltd at ₹9.88 per share/warrant, raising a total of about ₹206.87 crores. After this allotment and conversion, Marwadi Chandarana will hold 62.54% of the company on a fully diluted basis, effectively giving it control of TruCap and triggering a mandatory open offer under SEBI takeover rules. Other items on the agenda include increasing authorised share capital from ₹50 crores to ₹75 crores, cancelling two employee stock option/retention schemes, and approving a related-party loan of up to ₹20 crores from NM Family Investment Trust. The cut-off date for e-voting eligibility is June 18, 2025, with remote e-voting open from June 22 to June 24, 2025.
Existing shareholders face significant dilution and a likely change of control, as the single allottee will end up with a majority stake. Shareholders should watch for the mandatory open offer price announcement, which will determine their exit option, and the eventual allotment price (₹9.88) versus prevailing market price will be a key value point.