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A B INFRABUILD LIMITED — Capital/Financing Update 2023
Apr 11, 2023
59053_rns_2023-04-11_99baaebb-bb87-48da-bf90-f9bb8a20777f.pdf
Capital/Financing Update
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Date: 11[th] April 2023
To, The Manager, Listing Department, National Stock Exchange of India Limited, Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai – 400051
Dear Sir / Madam,
Subject: Outcome of Board Meeting held on 11[th] April 2023.
Reference: NSE Code ABINFRA
In terms of Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable provisions, we wish to inform you that Board of Directors in their meeting held on Tuesday 11[th] April 2023 have inter-alia considered and approved the following amongst other items:
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1- Subject to Shareholders approval, increase in the Authorized Capital of the Company from Rs. 15,00,00,000/- (Rupees Fifteen Crore Only) divided into 1,50,00,000 (One Crore Fifty Lakhs) Equity Shares having face value of Rs. 10/- each to Rs. 50,00,00,000/(Rupees Fifty Crore Only) divided into 5,00,00,000 (Five Crore) Equity Shares having face value of Rs. 10/- each.
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2- The issuance of upto 86,68,000 Equity Shares on private placement & preferential basis (‘Preferential Issue’) to the Promoters, Promoter group and non- promoter categories of persons, in accordance with sections 23, 42, 62 of the Company Act, 2013 and rule made there under and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 subject to Shareholders approval. ( Details are enclosed herewith as “Annexure I” );
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3- The issuance of upto 2,63,68,000 fully convertible warrants (“Warrants/ Convertible Warrants”) into Equity Shares on private placement & preferential basis (‘Preferential Issue’) to the Promoters, Promoter group and non- promoter categories of personsin accordance with sections 23, 42, 62 of the Company Act, 2013 and rule made there under and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 subject to Shareholders approval. ( Details are enclosed herewith as “Annexure II” );
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4- The notice of the Extra-Ordinary General Meeting to be held on Thursday, 04[th] May 2023 at 2.00 PM through Conferencing (‘VC’)/ other Audio-Visual Means (‘OAVM’) facility for approval of the shareholders for the matter as mentioned above.
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- 5- Considered & approved the migration of listing / trading of equity shares of the company from NSE emerge platform of National Stock Exchange of India Limited (NSE) to main board of National Stock Exchange of India Limited as well as on main board of BSE Ltd subject to necessary approval of shareholder & stock exchanges;
The meeting of Board of Director commences at 2 pm and concluded at 5:15 pm.
This is for your information and records.
Yours Faithfully
For A B Infrabuild Limited
Pawan Digitally signed by Pawan Radheshyam Radheshyam Prajapati Date: 2023.04.11 17:23:37 Prajapati +05'30'
Pawan R Prajapati Company Secretary & Compliance Officer ICSI Membership Number A68870
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ANNEXURE I
Disclosure pursuant to Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 and SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015.
| Sr. # | Particulars | Details |
|---|---|---|
| 1 | Type of securitiesproposed to be issued | EquityShares |
| 2 | Type of issuance | Private placement & preferential basis in accordance with sections 23, 42, 62 of the Company Act, 2013 and rule made there under and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations,2018 |
| 3 | Total number of securities proposed to be issued or the total amount for which the securities will be issued (approximately) |
Issue of up to 86,68,000 Equity Shares of Rs. 10/- for cash at an issue price of Rs. 10.80/- per share total amount aggregatingto Rs. 9,36,14,400/- |
| 4 | Issueprice | Rs. 10.80/-per share. |
| 5 | Names of the investors | As mentioned in Table A below |
| 6 | Post allotment of securities – outcome of the subscription, issue price / allotted price (in case of convertibles),number of investors. |
As mentioned in Table A below |
| 7 | In case of convertibles - intimation on the conversion of securities or on lapse of the tenure of the instrument |
Not Applicable |
Table A
| Table A | ||||||
|---|---|---|---|---|---|---|
| Name of the Proposed Allottee |
Category | Pre-Pref. Holding | No. of Equity Shares to be allotted |
Post-Pref. Holding__** |
||
| Number | % of shares |
Number | % of shares |
|||
| Avaniben Sunilbhai Bhindi |
Non-Promoter Public |
- | - | 72,000 | 72,000 | 0.15 |
| Bharat Ishwerlal Thakkar |
Non-Promoter Public |
- | - | 1,00,000 | 1,00,000 | 0.21 |
| Bharat Ishwerlal Thakkar(Huf) |
Non-Promoter Public |
- | - | 1,24,000 | 1,24,000 | 0.26 |
| Janvi Darshan Pala | Non-Promoter Public |
- | - | 72,000 | 72,000 | 0.15 |
| Jaya Krishna Kanhaiya Ranga |
Non-Promoter Public |
- | - | 52,000 | 52,000 | 0.11 |
| Padmaben Piyushkumar Modi |
Non-Promoter Public |
- | - | 1,00,000 | 1,00,000 | 0.21 |
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| Rajsingh Ramdas Kanojia |
Non-Promoter Public |
- | - | 24,000 | 24,000 | 0.05 |
|---|---|---|---|---|---|---|
| Sahil Bharat Thakkar | Non-Promoter Public |
- | - | 1,52,000 | 1,52,000 | 0.32 |
| Sangita Bharat Thakkar |
Non-Promoter Public |
- | - | 1,24,000 | 1,24,000 | 0.26 |
| Sunilkumar Manilal Bhindi |
Non-Promoter Public |
- | - | 72,000 | 72,000 | 0.15 |
| Sunilkumar Manilal Bhindi HUF |
Non-Promoter Public |
- | - | 44,000 | 44,000 | 0.09 |
| Bhavi Jitendra Sanghavi |
Non-Promoter Public |
- | - | 6,00,000 | 6,00,000 | 1.26 |
| Darshana Yogesh Sanghavi |
Non-Promoter Public |
- | - | 6,00,000 | 6,00,000 | 1.26 |
| Harshad Rasiklal Sheth |
Non-Promoter Public |
- | - | 18,00,000 | 18,00,000 | 3.77 |
| Jitendra Rasiklal Sanghavi |
Non-Promoter Public |
- | - | 15,32,000 | 15,32,000 | 3.21 |
| Yogeshkumar Rasiklal Sanghavi |
Non-Promoter Public |
- | - | 15,32,000 | 15,32,000 | 3.21 |
| Sandeep Pandey | Non-Promoter Public |
- | - | 1,52,000 | 1,52,000 | 0.32 |
| Shruti Santosh Bharti | Non-Promoter Public |
- | - | 1,52,000 | 1,52,000 | 0.32 |
| Akhilesh M Chaubey | Non-Promoter Public |
- | - | 1,52,000 | 1,52,000 | 0.32 |
| Chirag Shah | Non-Promoter Public |
- | - | 10,00,000 | 10,00,000 | 2.10 |
| Amit Bholanath Mishra |
Promoter | 75,15,476 | 59.32 | 12,000 | 1,51,15,476 | 31.69 |
| Deepika Amit Mishra |
Promoter Group |
- | - | 1,00,000 | 1,00,000 | 0.21 |
| Shivani Amit Mishra | Promoter Group |
- | - | 1,00,000 | 1,00,000 | 0.21 |
| Total | 75,15,476 | 59.32 | 86,68,000 |
** The post-issue shareholding as shown above is calculated assuming full subscription and allotment of the equity shares& conversion of warrants in to equity shares.
ANNEXURE II
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Disclosure pursuant to Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 and SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015.
| Sr. # | Particulars | Details |
|---|---|---|
| 1 | Type of securitiesproposed to be issued | Warrants/Convertible Warrants |
| 2 | Type of issuance | Private placement & preferential basis in accordance with sections 23, 42, 62 of the Company Act, 2013 and rule made there under and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations,2018 |
| 3 | Total number of securities proposed to be issued or the total amount for which the securities will be issued (approximately) |
Issue of up to 2,63,68,000 Warrants fully convertible into Equity Shares for cash at an issue price of Rs. 10.80/- per warrants total amount aggregating to Rs. 28,47,74,400/- |
| 4 | Issueprice | Rs. 10.80/-per share. |
| 5 | Names of the investors | As mentioned in Table A below |
| 6 | Post allotment of securities – outcome of the subscription, issue price / allotted price (in case of convertibles),number of investors. |
As mentioned in Table A below |
| 7 | In case of convertibles - intimation on the conversion of securities or on lapse of the tenure of the instrument |
Not Applicable |
Table A
| Name of the Proposed Allottee |
Category | Pre-Pref. Holding | Pre-Pref. Holding | No. of Warrant to be allotted |
Post-Pref. Holding__** |
|
|---|---|---|---|---|---|---|
| Number | % of shares |
Number | % of shares |
|||
| Hitesh Natwarlal Kawa |
Non-Promoter Public |
- | - | 23,00,000 | 23,00,000 | 4.82 |
| Natwarlal K. Kawa, HUF |
Non-Promoter Public |
- | - | 6,00,000 | 6,00,000 | 1.26 |
| Roopal H Kawa | Non-Promoter Public |
- | - | 13,44,000 | 13,44,000 | 2.82 |
| Jitendra R Sanghavi (Huf) |
Non-Promoter Public |
- | - | 10,00,000 | 10,00,000 | 2.10 |
| Rasiklal P Sanghavi (Huf) |
Non-Promoter Public |
- | - | 10,00,000 | 10,00,000 | 2.10 |
| Rushabh Sevantilal | Non-Promoter | - | - | 4,32,000 | 4,32,000 | 0.91 |
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| Sanghavi | Public | |||||
|---|---|---|---|---|---|---|
| Sushila Rasiklal Sanghavi |
Non-Promoter Public |
- | - | 6,52,000 | 6,52,000 | 1.37 |
| Yogesh Sanghavi HUF |
Non-Promoter Public |
- | - | 10,00,000 | 10,00,000 | 2.10 |
| Bijal Kaushik Gandhi |
Non-Promoter Public |
- | - | 12,52,000 | 12,52,000 | 2.62 |
| Kaushik Hasmukhlal Gandhi |
Non-Promoter Public |
- | - | 12,52,000 | 12,52,000 | 2.62 |
| Kaushik Hasmukhlal Gandhi Huf |
Non-Promoter Public |
- | - | 5,00,000 | 5,00,000 | 1.05 |
| Nimesh Sahadeo Singh |
Non-Promoter Public |
- | - | 10,00,000 | 10,00,000 | 2.10 |
| Nimesh Singh Huf | Non-Promoter Public |
- | - | 10,00,000 | 10,00,000 | 2.10 |
| Priti Nimesh Singh | Non-Promoter Public |
- | - | 10,00,000 | 10,00,000 | 2.10 |
| Amit Bholanath Mishra |
Promoter | 75,15,476 | 59.32 | 75,88,000 | 1,51,15,476 | 31.69 |
| Bharatkumar P Parmar |
Promoter Group | 300 | 00.00 | 10,00,000 | 10,00,300 | 2.10 |
| Savita Amit Mishra | Promoter Group | 3,000 | 00.02 | 34,48,000 | 34,51,000 | 7.23 |
| Total | 75,18,776 | 59.35 | 2,63,68,000 |
** The post-issue shareholding as shown above is calculated assuming full subscription and allotment of the equity shares& conversion warrants in to equity shares.