Ugro Capital Limited has informed the Exchange regarding Notice of Postal Ballot

Ugro Capital has sent a Postal Ballot notice to shareholders seeking approval for four special resolutions. The biggest item is the proposed 100% acquisition of Profectus Capital Private Limited (an RBI-registered NBFC) for ₹1,398.60 Crores in cash, to be paid in a single tranche on closing; a Share Purchase Agreement has already been signed with the Actis-backed sellers. To fund this, the company proposes issuing up to 4,92,64,715 Compulsorily Convertible Debentures (CCDs) on a preferential basis to 100 identified non-promoter investors at ₹185 per CCD (face value ₹10), raising up to ₹911.40 Crores; the CCDs carry a 12.5% upfront coupon and must be converted into equity within 18 months. The company is also seeking to raise its authorised share capital from ₹215 Crores to ₹270 Crores (equity shares rising from 19.45 Cr to 24.95 Cr shares of ₹10 each) and to amend the capital clause of the MoA accordingly. E-voting opens on June 21, 2025 and closes on July 20, 2025, with results due within two working days; the cut-off date for eligibility is June 13, 2025.