Event Date: May 10, 2024
ESDS Software Solution Limited will hold its First (01st) (FY 2024-25) Extra-Ordinary General Meeting on Saturday, 5th October, 2024 at 11:00 a.m. at its registered office in Nashik to consider the issue of equity shares on a preferential allotment/private placement basis.
Agenda Item 1: Issue of Equity Shares
The company aims to raise funds through the issuance of Equity Shares via a preferential allotment route to support business expansion, working capital needs, repay short-term and long-term borrowings, and for general corporate purposes.
The members are asked to approve the following resolution as a special resolution:
The Board of Directors recommends the resolution for the approval of the members of the Company. None of the directors, key managerial personnel, and relatives are interested in the proposed resolution, except in the ordinary course of business.
Explanatory Statement Disclosures:
Pre and Post Issue Shareholding Pattern:
The shareholding pattern of the Company before and after the Preferential cum Private Placement of Equity Shares are outlined below:
| Sr. No. | Category | Pre-Issue | | Post Issue | | | --- | --- | --- | --- | --- | --- | | | | No. of equity Shares Held | % of Holding | No. of equity Shares Held | % of Holding | | A | Promoters' Holding | | | | | | 1 | Indian: | | | | | | | Individual | 49,497,695 | 53.28 | 49,497,695 | 50.75 | | | Bodies Corporate | - | - | - | - | | | Sub Total | 49,497,695 | 53.28 | 49,497,695 | 50.75 | | 2 | Foreign Promoters: | | | | | | | Bodies Corporate | - | - | - | - | | | Sub Total (A) | 49,497,695 | 53.28 | 49,497,695 | 50.75 | | B | Non-Promoters' Holding | | | | | | | Bodies Corporate | - | - | - | - | | 1 | Institutional Investors | - | - | - | - | | 2 | Non Institution | | | | | | | Private Corporate Bodies | 7,465,975 | 8.04 | 92,21,706 | 9.45 | | | Directors and Relatives | - | - | - | - | | | Indian Public | 12,307,579 | 13.25 | 15,185,999 | 15.58 | | | Others (Including Individuals, Trust, NRIs, and ESOP) | 23,622,936 | 25.43 | 23,622,936 | 24.22 | | | Sub Total (B) | 43,396,490 | 46.72 | 48,030,641 | 49.25 | | | Grand Total(A) + (B) | 92,894,185 | 100.00 | 97,528,336 | 100 |
None of the directors, key managerial personnel, and relatives of directors and/or key managerial personnel (as defined in the Companies Act, 2013) of the Company are concerned or interested in the proposed resolution, except in the ordinary course of business.
The document includes a list of proposed allottees and their respective share allocations (Annexure A). Some notable allottees include Mukul Mahavir Agrawal, Anchorage Capital Scheme I, Vanaja Sunder Iyer, Columbus Fin Vest Private Ltd, JVS Holdings LLP, AART Corporate Advisors Private Limited, Ashish Kacholia and RBA Finance & Investment Co.
Annexure A provides a detailed list of the proposed allottees and the percentage of the post Preferential cum Private Placement offer capital that each may hold. The table lists allotee name, primary no. of equity shares, nominal value, total premium amount, primary amount, and the post offer percentage for each. The total shares issued to proposed allotees is 4,634,151.
Additional information for shareholders attending the meeting is provided in the Notes section. A proxy form and consent for shorter notice are included at the end. An attendance slip is also provided. Route map to the meeting location is included.
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