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DEE DEVELOPMENT ENGINEERS LIMITED — Regulatory Filings 2026
Jun 3, 2026
62378_rns_2026-06-03_6367841b-2ffe-474b-8ce4-5edc8fc8be7b.pdf
Regulatory Filings
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DEE piping systems
Date: 3rd June, 2026
Listing Compliance Department
| BSE Limited Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai - 400001 Scrip Code: 544198 | The National Stock Exchange of India Ltd. Exchange Plaza, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra (E), Mumbai - 400051 Symbol: DEEDEV |
|---|---|
Sub: Notice of the 1st Extra-Ordinary General Meeting ("EGM") of the Company for the Financial Year 2026-27
Dear Sir/Madam,
Pursuant to Regulation 30 read with Schedule III Part A Para A of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015, we hereby enclose the Notice of the 1st EGM of the Company for the Financial Year 2026-27 scheduled to be held on Saturday, 27th June, 2026 at 01:00 P.M. (IST) via VC/OVAM means.
The Notice is also available on the Company's website at www.deepiping.com.
This is for your information and record please.
Yours faithfully,
For DEE Development Engineers Limited
RANJAN KUMAR SARANGI
Digitally signed by RANJAN KUMAR SARANGI
Date: 2026.06.03 15:34:58 +05'30'
Ranjan Kumar Sarangi
Company Secretary and Compliance Officer
Membership No.: F8604
Address: Unit 1, Prithla - Tatarpur Road, Village Tatarpur
Dist. Palwal, Faridabad, Haryana - 121 102
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
NOTICE
NOTICE IS HEREBY GIVEN THAT THE 1st EXTRA ORDINARY GENERAL MEETING OF FY 2026-27 OF THE MEMBERS OF DEE DEVELOPMENT ENGINEERS LIMITED WILL BE HELD ON SATURDAY, 27TH JUNE 2026 AT 01:00 PM (IST) THROUGH VIDEO CONFERENCING (VC) / OTHER AUDIO-VISUAL MEANS (OAVM) TO TRANSACT THE FOLLOWING BUSINESS:
ITEM NUMBER 1: TO CONSIDER AND APPROVE ISSUE OF EQUITY SHARES ON PREFERENTIAL BASIS TO THE POMOTER/PROMOTER GROUP AND NON-PROMOTERS FOR CONSIDERATION IN CASH.
To consider and if thought fit, to pass, with or without modifications, the following resolution as a Special Resolution:
"RESOLVED THAT pursuant to the provisions of Sections 23, 42, and 62 and other applicable provisions, if any, of the Companies Act, 2013, and the rules made thereunder (including any amendments, statutory modifications, or re-enactments thereof, for the time being in force) ("the Act"); the enabling provisions of the Memorandum and Articles of Association of the Company; the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations"); the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("SEBI Takeover Code"), including any statutory modification(s) or re-enactment(s) thereof; and in accordance with the applicable rules, regulations, circulars, notifications, clarifications, and guidelines issued from time to time by the Government of India ("GOI"), the Reserve Bank of India ("RBI"), the Registrar of Companies ("ROC"), Ministry of Corporate Affairs ("MCA"), the Securities and Exchange Board of India ("SEBI"), and the Stock Exchange where the shares of the Company are listed ("Stock Exchange"), and/or any other competent authority(ies) (collectively referred to as the "Applicable Regulatory Authorities"), to the extent applicable, including the provisions of the Listing Agreement entered into by the Company with the Stock Exchange; and subject to the requisite approvals, consents, permissions, and/or sanctions, if any, of the Applicable Regulatory Authorities; and subject to such terms, conditions, and modifications as may be prescribed or imposed by any of them while granting such approvals, consents, permissions, and/or sanctions, which may be agreed to by the Board of Directors of the Company (hereinafter referred to as the "Board", which term shall be deemed to include any committee thereof or any person authorized by the Board to exercise its powers, including the powers conferred by this resolution); and subject to such other alterations, modifications, variations, or conditions as the Board may deem fit in its absolute discretion the consent of the Members of the Company be and is hereby accorded to the Board to create, offer, issue, allot, and deliver, in one tranche, up to 59,76,096 fully paid-up Equity Shares of face value of Rs. 10 each, at an issue price of Rs. 502 per Equity Share (including premium of Rs. 492 per Equity Share), aggregating up to Rs. 300, 00,00,192/- (Rupees Three Hundred Crores and one hundred and ninety two only), to the proposed allottees as mentioned in Annexure A falling under the Promoter/Promoter Group and Non-Promoter Public Category ("Proposed Equity Allottees"), on a preferential basis for cash consideration, in accordance with the SEBI (ICDR) Regulations and other applicable laws."
"RESOLVED FURTHER THAT the Equity Shares to be issued and allotted to the proposed Equity allottees shall be fully paid up and shall rank pari passu with the existing equity shares of the Company
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
in all respects from the date of allotment in all respects including the payment of dividend and voting rights or any other corporate action/benefits, if any, for which the book closure or the record date falls in between, and shall be subject to the provisions of the Memorandum and Articles of Association of the Company and the requirements of all applicable laws."
"RESOLVED FURTHER THAT the Relevant Date, as per the provisions of Chapter V of the SEBI ((ICDR)) Regulations for determination of the issue price of the Equity Shares, shall be May 27, 2026 i.e. 30 days prior to the date of passing of the Special Resolution."
"RESOLVED FURTHER THAT the offer, issue, and allotment of the aforesaid Equity Shares to the proposed Equity allottees shall be subject to applicable laws, regulations, and guidelines and the following terms and conditions:
a) The Equity Shares to be issued and allotted pursuant to the preferential issue shall be listed and traded on the Stock Exchange, subject to the receipt of necessary regulatory permissions and approvals, as applicable.
b) The Equity Shares so allotted shall be subject to a lock-in period as specified under Chapter V of the SEBI (ICDR) Regulations.
c) The Equity Shares shall be allotted in dematerialized form within 15 (fifteen) days from the date of passing of the Special Resolution by the Members, provided that where the allotment is subject to receipt of any approval or permission from any regulatory authority or the Government of India, the allotment shall be completed within 15 (fifteen) days from the date of receipt of the last such approval or permission.
d) The number of Equity Shares to be offered, issued and allotted shall not exceed the number approved by the Members as specified hereinabove.
e) Without prejudice to the generality of the foregoing, the issue of the Equity Shares shall be subject to the terms and conditions as set out in the Explanatory Statement under Section 102 of the Companies Act, 2013, which forms part of this Notice.
f) The issue and allotment of Equity Shares shall be subject to all applicable laws and the provisions of the Memorandum and Articles of Association of the Company.
g) The Equity Shares to be issued to the Proposed Equity Allottees shall be listed on the stock exchange where the existing equity shares are listed, subject to the receipt of necessary permissions and approvals from the stock exchange.
h) The Proposed Equity Allottees shall be required to bring in 100% of the consideration into the designated bank account of the Company, for the Equity Shares to be allotted, on or prior to the date of allotment thereof, from their respective bank account.
i) The issue Equity Shares shall be governed by the regulations and guidelines issued by SEBI or any other statutory authority as the case may be or any modifications thereof.
j) The Equity Shares so allotted to the Proposed Equity Allottees under this resolution shall not be sold, transferred, hypothecated or encumbered in any manner during the period of lock-in provided under SEBI (ICDR) Regulations except to the extent and in the manner permitted thereunder."
"RESOLVED FURTHER THAT the Board and/or Committee of the Board be and is hereby authorized to make an offer to the proposed Equity allottees through a private placement offer cum application letter, in the format of Form PAS-4, immediately after the passing of this resolution, with a stipulation that the allotment shall be made only upon receipt of in-principle approval from the Stock Exchange."
"RESOLVED FURTHER THAT pursuant to the SEBI (ICDR) Regulations and other applicable laws, the Board be and is hereby authorized to decide, approve, vary, modify, and alter the terms and conditions of the issue, as it may in its absolute discretion deem fit, within the scope of this approval by the Members, and to make an offer to the proposed Equity allottees through Form PAS-4, without
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
the requirement of seeking any further consent or approval of the Members and further, the Board is hereby authorised to record the name and details of the Proposed Equity Allottees in form PAS-5."
"RESOLVED FURTHER THAT subject to the receipt of such approvals as may be required under applicable laws, the consent of the members of the Company, be and is hereby accorded to the Board to record the name and address of the Proposed Allottee in the prescribed form PAS-5, pursuant to sub-rule 4 of Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and to issue & circulate the Private Placement Offer cum Application Letter in form PAS-4, to the Proposed Allottee, pursuant to Rule 14(1) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 as per the draft approved by the Board and that the allotment would be made only upon receipt of in-principle approvals from the Stock Exchanges within the timelines prescribed under the applicable laws."
"RESOLVED FURTHER THAT in accordance with the proviso to sub-section 6 of Section 42 of the Act, the entire consideration of the issue and allotment of the equity shares pursuant to the preferential allotment, shall be paid to the Company from the bank account of the Proposed Allottee and kept by the Company in a separate bank account in a scheduled bank and shall be utilized by the Bank for the purpose for which the amount is raised in accordance with the provisions of applicable laws."
"RESOLVED FURTHER THAT the Members of the Company take note of the certificate issued by a Practicing Company Secretary certifying that the proposed issue of Equity Shares on a preferential basis is in compliance with the SEBI LODR Regulations."
"RESOLVED FURTHER THAT the Members of the Company take note of the certificate issued by a registered valuer."
"RESOLVED FURTHER THAT the Board or its committee be and is hereby authorised to issue and allot equity shares to the Proposed Equity Allottee."
"RESOLVED FURTHER THAT for the purpose of giving effect to this offer, issue and allotment of Equity Shares, the Board of Directors of the Company (hereinafter referred to as "Board" which term shall be deemed to include any duly constituted/to be constituted committee thereof to exercise its powers including powers conferred under this resolution), or any officer/ executive/ representative and/ or any other person so authorized by the Board or the Committee, be and are hereby severally authorized on behalf of the Company to do all such acts, deeds, matters and things as it may in its absolute discretion deem necessary, desirable and expedient for such purpose, including without limitation, issuing clarifications, resolving all questions of doubt, effecting any modifications or changes to the above mentioned preferential issue (including modification to the terms of the issue), entering into contracts, arrangements, agreements, documents (including for appointment of agencies, intermediaries and advisors for the Issue), making applications to BSE Limited and National Stock Exchange of India Limited for obtaining of approvals, filing of requisite documents with the concerned Registrar of Companies ("ROC"), National Securities Depository Limited ("NSDL"), Central Depository Services (India) Limited ("CDSL"), Security and Exchange Board of India ("SEBI") and/ or such other authorities as may be necessary for the purpose and to represent the Company before any governmental or regulatory authorities and to appoint any professional advisors, bankers, consultants, advocates and advisors and to take all such steps as may be necessary for the admission of the Equity Shares with the depositories, viz. NSDL and CDSL and for the credit of such Shares to the respective dematerialized securities account of the Proposed Allottee and to authorize all such persons as may be necessary, in connection therewith and incidental thereto as the Board in its absolute discretion shall deem fit without being required to seek any fresh approval of the members of the Company and to settle all questions, difficulties or doubts that may arise in regard to the offer, issue and allotment of the Equity Shares and listing thereof with the Stock Exchanges as appropriate and utilization of proceeds raised by issuance
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
of the Equity Shares, take all other steps which may be incidental, consequential, relevant or ancillary in this connection and to effect any modification to the foregoing and the decision of the Board shall be final and conclusive."
"RESOLVED FURTHER THAT all actions taken by the Board or Committee(s) duly constituted for this purpose in connection with any matter(s) referred to or contemplated in the foregoing resolution be and are hereby approved, ratified and confirmed in all respects."
"RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to delegate all or any of its powers conferred under these resolutions to any Committee of the Board, Director(s), the Company Secretary, or any other officer(s) or authorized signatory(ies) of the Company, including the execution of relevant documents, to represent the Company before any regulatory authorities, and to appoint advisors, bankers, consultants, and legal professionals, as may be necessary, to give effect to the foregoing resolution."
By Order of the Board of Directors
For DEE Development Engineers Limited
Sd/-
Ranjan Kumar Sarangi
Company Secretary & Compliance Officer
M No. F8604
Place: Palwal, Haryana
Date: 03.06.2026
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
Details of Proposed Equity Allottees: Please refer Annexure A
| Sr. | Name of the Proposed Allottee | Category | Pre-Preference Equity Shares | % age of Holdings | Maximum Equity Shares Proposed | post Shareholdings | %age of Holdings |
|---|---|---|---|---|---|---|---|
| 1 | Krishan Lalit Bansal | Promoter | 3,52,00,366 | 50.82 | 3,98,406 | 3,55,98,772 | 47.31 |
| 2 | Kotak Mahindra Trustee Co Limited A/c Kotak Multi Asset Allocation Fund | Mutual Fund - Qualified Institutional Buyer | 45,12,288 | 6.51 | 2,98,804 | 48,11,092 | 6.39 |
| 3 | WhiteOak Capital Equity Fund | Alternative Investment Fund Category III | 0 | 0 | 86,902 | 86,902 | 0.12 |
| 4 | WhiteOak Capital India Opportunities Fund | Alternative Investment Fund Category II | 0 | 0 | 7,82,123 | 7,82,123 | 1.04 |
| 5 | Ashoka WhiteOak ICAV - Ashoka Whiteoak Emerging Markets Equity Fund | Foreign Portfolio Investor Corporate Category I | 0 | 0 | 4,72,936 | 4,72,936 | 0.63 |
| 6 | Ashoka WhiteOak ICAV - Ashoka Whiteoak Emerging Markets Equity Ex China Fund | Foreign Portfolio Investor Corporate Category I | 0 | 0 | 72,266 | 72,266 | 0.10 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 7 | TCW White Oak Emerging Markets Equity Fund | Foreign Portfolio Investor Corporate Category I | 0 | 0 | 6,403 | 6,403 | 0.01 |
|---|---|---|---|---|---|---|---|
| 8 | Ashoka India Equity Investment Trust PLC | Foreign Portfolio Investor Corporate Category I | 0 | 0 | 1,99,418 | 1,99,418 | 0.27 |
| 9 | Ashoka WhiteOak Emerging Markets Trust PLC | Foreign Portfolio Investor Corporate Category I | 0 | 0 | 27,443 | 27,443 | 0.04 |
| 10 | India Acorn Fund Ltd | Foreign Portfolio Investor Corporate Category I | 0 | 0 | 90,561 | 90,561 | 0.12 |
| 11 | ValueQuest India G.I.F.T. Fund | Foreign Portfolio Investor Corporate Category I | 0 | 0 | 7,42,031 | 7,42,031 | 0.99 |
| 12 | ValueQuest India Inflexion Fund | Alternative Investment Fund Category III | 0 | 0 | 9,96,020 | 9,96,020 | 1.32 |
| 13 | 360 ONE PIPE Fund | Alternative Investment Fund Category III | 0 | 0 | 4,98,007 | 4,98,007 | 0.66 |
| 14 | Enigma Small Opportunities Fund | Alternative Investment Fund Category III | 0 | 0 | 1,99,203 | 1,99,203 | 0.26 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 15 | Meghraj Properties Private Limited | Body Corporate - Domestic | 0 | 0 | 2,98,804 | 2,98,804 | 0.40 |
|---|---|---|---|---|---|---|---|
| 16 | Niveshaay Hedgehogs Fund | Alternative Investment Fund Category III | 0 | 0 | 1,99,203 | 1,99,203 | 0.26 |
| 17 | LC Pharos Multi Strategy Fund VCC - LC Pharos Mutli Strategy Fund SF I | Foreign Portfolio Investor Corporate Cat I | 0 | 0 | 2,98,804 | 2,98,804 | 0.40 |
| 18 | Zeal Global Opportunities Fund | Foreign Portfolio Investor Corporate Cat I | 0 | 0 | 99,601 | 99,601 | 0.13 |
| 19 | Finavenue Capital Trust - Finavenue Growth Fund | Alternative Investment Fund Category III | 0 | 0 | 99,601 | 99,601 | 0.13 |
| 20 | Swati Agarwal | Public | 0 | 0 | 9,960 | 9,960 | 0.01 |
| 21 | Preeti Singal | Public | 0 | 0 | 19,920 | 19,920 | 0.03 |
| 22 | Tushar Aggarwal HUF | Public | 0 | 0 | 19,920 | 19,920 | 0.03 |
| 23 | Achen Jakher | Public | 0 | 0 | 39,840 | 39,840 | 0.05 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 24 | Invicto Incrementum Fund | Alternative Investment Fund Category III | 0 | 0 | 19,920 | 19,920 | 0.03 |
|---|---|---|---|---|---|---|---|
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
NOTES TO THE NOTICE: -
-
The Government of India, Ministry of Corporate Affairs has allowed conducting General Meeting through Video Conferencing ("VC") or Other Audio-Visual Means ("OAVM") and dispended the personal presence of the Shareholders at the meeting. Accordingly, the Ministry of Corporate Affairs issued General Circular No. 09/2024 dated 19th September, 2024 read with Circular No. 09/2023 dated 25th September, 2023, Circular No. 14/2020 dated 8th April, 2020, Circular No. 17/2020 dated 13th April, 2020 and Circular No. 20/2020 dated 5th May, 2020 ("MCA Circulars") and Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 3rd October, 2024 read with Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated 7th October, 2023, Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated 15th January, 2021 and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May, 2020 issued by the Securities Exchange Board of India ("SEBI Circular") prescribing the procedures and manner of conducting the Annual General (EGM) through VC/OVAM. In terms of the said circulars, the EGM of the Shareholders will be held through VC/OAVM. Hence, Shareholders can attend and participate in the Extra Ordinary General Meeting (EGM) through VC/OAVM only.
-
The Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013, setting out the material facts relating to Special Businesses to be transacted at the EGM, as set out in this Notice, is annexed hereto.
-
Since this EGM is being held pursuant to the MCA Circulars through VC/OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxy by the Members under Section 105 of the Act will not be available for the EGM and hence the Proxy Form, Attendance Slip are not annexed to this Notice.
-
Corporate Members intending to appoint their Authorized Representative(s) to attend the EGM, pursuant to Section 113 of the Companies Act, 2013, are requested to send to the Scrutinizer, NSDL and the Company, a scanned certified true copy of the Board Resolution with attested specimen signature of the duly authorized signatory(ies) who are authorized to attend and vote on their behalf at the EGM.
-
In compliance with the aforesaid MCA Circulars and SEBI Circulars, the Notice of the EGM is being sent only through electronic mode (by email) to those Members whose e-mail ids are registered with the Company/Depositories. Members may note that the Notice of the EGM will be available on the website of the Company at www.deepiping.com, websites of the Stock Exchange i.e. BSE Limited at www.bseindia.com. The EGM Notice is also available on the website of RTA, MUFG Intime India Private Limited (agency for providing the Remote e-Voting facility).
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The attendance of the Members attending the EGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013. In the case of joint holders attending the EGM, only such joint holder who is higher in the order of names will be entitled to vote.
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The Company has appointed Mr. Kapil Kumar, Kapil Kumar & Co., PCS (COP No.: 18416 Membership No.:40929) (Peer review certificate No.: 3891/2023) to act as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner and the scrutinizer has communicated his willingness to be appointed and be available for the purpose.
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The Scrutinizer shall, immediately after the conclusion of the e-voting at the EGM, first count the votes cast through e-voting during the meeting and thereafter unblock the votes cast through remote e-voting before the EGM in presence of at least two witnesses who are not in the employment of the Company, and make a consolidated Scrutinizer's Report of the total votes cast in favour or against, if any, and submit the same to the Chairperson or a person authorised by him in writing who shall countersign the same.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
- The relevant documents referred to in the Notice will be available for inspection by the members in electronic mode up to the date of the EGM. The notice of the EGM of your Company would also be made available on the Company's website: www.deepiping.com
- Members can avail the facility of nomination in respect of shares held by them in physical form, pursuant to the provisions of Section 72 of the Companies Act, 2013 read with the Rules framed thereunder. Members desiring to avail of this facility may send their nomination in the prescribed Form No. SH-13 duly filled in to RTA. Members holding shares in electronic form may contact their respective Depository Participants to avail this facility.
- Members are requested to send in their queries at least a week in advance at [email protected] to facilitate clarifications during the EGM.
- The venue of the EGM shall be deemed to be the Registered Office of the Company, the Route Map is not annexed in this Notice.
-
The relevant documents referred to in the Notice will be available for inspection by the members in electronic mode up to the date of the EGM.
-
Pursuant to the General Circular No. 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs (MCA) and circular issued by SEBI vide circular no. SEBI/ HO/ CFD/ CFDPoD-2/ P/ CIR/ 2024/ 133 dated October 3, 2024 ("SEBI Circular") and other applicable circulars and notifications issued (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time, companies are allowed to hold EGM/AGM through Video Conferencing (VC) or other audio visual means (OAVM), without the physical presence of members at a common venue. In compliance with the said Circulars, EGM/AGM shall be conducted through VC / OAVM.
- Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this EGM/AGM. However, the Body Corporates are entitled to appoint authorised representatives to attend the EGM/AGM through VC/OAVM and participate there at and cast their votes through e-voting.
- The Members can join the EGM/AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the EGM/AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding $2\%$ or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM/AGM without restriction on account of first come first served basis.
- The attendance of the Members attending the EGM/AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
- Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) the Secretarial Standard on General Meetings (SS-2) issued by the ICSI and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs from time to time the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the EGM/AGM.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as e-voting on the date of the EGM/AGM will be provided by NSDL.
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In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the EGM/AGM has been uploaded on the website of the Company at https://www.deepiping.com/investors.php. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and the EGM/AGM Notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.
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EGM/AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013 read with MCA Circular issued from time to time
THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:
i. The remote e-voting period commences on Wednesday 24th June 2026 at 09:00 AM and ends on Friday 26th June 2026 at 05:00 PM. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e., 20.06.2026 may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date. The e-voting module shall be disabled by RTA for voting thereafter.
ii. Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.
iii. Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders' resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.
Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.
iv. In terms of SEBI circular no.: SEBI/HO/CFD/CIR/P/2020/242 dated December 9, 2020 on e-voting Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email ID in their demat accounts in order to access e-voting facility.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode
In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
| Type of shareholders | Login Method |
|---|---|
| Individual | |
| Shareholders holding | |
| securities in demat | |
| mode with CDSL | 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi /Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password. |
| 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. | |
| 3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option. | |
| 4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. | |
| Individual | |
| Shareholders | |
| (holding securities in | |
| demat mode) login | |
| through their | |
| depository | |
| participants | You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL | Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at 022 - 4886 7000 |
| Individual Shareholders holding securities in demat mode with CDSL | Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at toll free no. 1800-21-09911 |
B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode. How to Log-in to NSDL e-Voting website?
- Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
- Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
- A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
- Your User ID details are given below :
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical | Your User ID is: |
|---|---|
| a) For Members who hold shares in demat account with NSDL. | 8 Character DP ID followed by 8 Digit Client ID |
| For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012. | |
| b) For Members who hold shares in demat account with CDSL. | 16 Digit Beneficiary ID |
| For example if your Beneficiary ID is 12 then your user ID is 12 | |
| c) For Members holding shares in Physical Form. | EVEN Number followed by Folio Number registered with the company |
| For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical | Your User ID is: |
|---|---|
| a) For Members who hold shares in demat account with NSDL. | 8 Character DP ID followed by 8 Digit Client ID |
| For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012. | |
| b) For Members who hold shares in demat account with CDSL. | 16 Digit Beneficiary ID |
| For example if your Beneficiary ID is 12 then your user ID is 12 | |
| c) For Members holding shares in Physical Form. | EVEN Number followed by Folio Number registered with the company |
| For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
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Password details for shareholders other than Individual shareholders are given below:
A) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
B) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
C) How to retrieve your 'initial password'? -
If your email ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your 'User ID' and your 'initial password'.
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If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
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If you are unable to retrieve or have not received the "Initial password" or have forgotten your password:
A) Click on "Forgot User Details/Password?"(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com
B) Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
C) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
D) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL. -
After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.
- Now, you will have to click on "Login" button.
- After you click on the "Login" button, Home page of e-Voting will open.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.
How to cast your vote electronically and join General Meeting on NSDL e-Voting system?
- After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.
- Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.
- Now you are ready for e-Voting as the Voting page opens.
- Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
- Upon confirmation, the message “Vote cast successfully” will be displayed.
- You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
- Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
- Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected]. with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.
- It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the "Forgot User Details/Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com to reset the password.
- In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request to (Name of NSDL Official) at [email protected]
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:
- In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to (Company email id).
- In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
(self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to (Company email id). If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
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Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.
THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM/AGM ARE AS UNDER:-
-
The procedure for e-Voting on the day of the EGM/AGM is same as the instructions mentioned above for remote e-voting.
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Only those Members/ shareholders, who will be present in the EGM/AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the EGM/AGM.
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Members who have voted through Remote e-Voting will be eligible to attend the EGM/AGM. However, they will not be eligible to vote at the EGM/AGM.
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The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the EGM/AGM shall be the same person mentioned for Remote e-voting.
INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM/AGM THROUGH VC/OAVM ARE AS UNDER:
-
Member will be provided with a facility to attend the EGM/AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of "VC/OAVM" placed under "Join meeting" menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
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Members are encouraged to join the Meeting through Laptops for better experience.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
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Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
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Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
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Shareholders who would like to express their views/have questions may send their questions in advance mentioning their name, email id, mobile number at ([email protected]). The same will be replied by the company suitably.
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Registration of Speaker related point needs to be added by company.
By Order of the Board of Directors
For DEE Development Engineers Limited
Sd/-
Ranjan Kumar Sarangi
Company Secretary & Compliance Officer
M No. F8604
Place: Palwal, Haryana
Date: 03.06.2026
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND REGULATION 30 OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015.
ITEM NUMBER 1:
The Company proposes to raise additional capital to strengthen its capital base and to support the long-term growth and sustainability of its business operations. The proposed fund infusion will enable the Company to meet its immediate and future funding requirements, improve financial flexibility, and augment working capital resources.
Accordingly, the Board of Directors of the Company, at its meeting held on Wednesday 3rd June 2026, subject to the approval of the Members and such other approvals as may be required, approved the issue and allotment, in one or more tranche, of up to 59,76,096 Equity Shares (Fifty Nine Lakhs Seventy Six Thousand Ninety Six only) fully paid-up Equity Shares of face value of Rs. 10 each, at an issue price of Rs. 502 per Equity Share (including premium of Rs. 492 per Equity Share), aggregating up to Rs. 300, 00,00,192/- (Rupee Three Hundred Crores and one hundred and ninety two only) to the proposed allottees falling under the Promoter/Promoter Group and Non-Promoter Public Category (“Proposed Equity Allottees”), on a preferential basis for cash consideration, in accordance with the provisions of Sections 23, 42 and 62 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Prospectus and Allotment of Securities) Rules, 2014 and the Companies (Share Capital and Debentures) Rules, 2014, as amended, and Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“SEBI ICDR Regulations”), and other applicable laws.
Hence, the Board of Directors of your Company recommends the resolution for approval of the shareholders in form of Special Resolution in the best interests of the Company.
The Company is otherwise eligible to make the Preferential Issue in terms of the provisions of Chapter V of the SEBI ((ICDR)) Regulations. There will be no change in the control or management of the Company pursuant to the proposed preferential issue. Consequent to the allotment of equity shares, the shareholding of the Promoters and Promoter Group may decrease as per details given in this statement.
Disclosure as required under rule 13 of the Companies (Share Capital and Debentures) Rules, 2014 and rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and Chapter V of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) (“SEBI ((ICDR)) Regulations”) are as follows:
1) The date of Passing Board Resolution for approving Preferential Issue
The Board of Directors of the Company, at its meeting held on Wednesday, June 3, 2026, subject to necessary approval(s), approved the proposal for issuing Subscription Shares to the allottee in the promoter/promoter group and Non-Promoter public category, who have agreed to subscribe to the proposed preferential issue and have confirmed their eligibility in terms of Regulation 159 of the SEBI ICDR Regulations.
2) Objects of the Preferential Issue:
The proceeds of the preferential issue, aggregating to Rs. 300,00,00,192/- (‘Gross proceeds’) shall be utilised by the Company in accordance with the applicable provisions of the Companies
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
Act, 2013, the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations") and other applicable laws, as may be determined by the Board of Directors of the Company or any committee thereof from time to time. The Company intends to utilize the net proceeds raised through the Preferential Issue ("Issue Proceeds") towards the following objects:
a) Repayment or prepayment of all or a portion of certain outstanding borrowings together with interest i.e. working capital facilities and/or term loan facilities availed by our Company;
b) General Corporate Purposes
Net proceeds:
After deducting Issue related expenses from the gross proceeds, we estimate the net proceeds from the Issue to be up to Rs. 293,00,00,000/-. The details of Net proceeds of the offer are summarized in the table below:
| Particulars | Amount (in Rs.) | % of Gross Proceeds |
|---|---|---|
| Gross Proceeds from the issue | 300,00,00,192 | 100.00% |
| Less – Issue expenses* | 7,00,00,192 | 2.33% |
| Net Proceeds from the Issue | 293,00,00,000 | 97.67% |
*Note: Issue Expenses include, inter alia, fees payable to advisors, stamp duty, exchange fees, regulatory fees, professional charges and other miscellaneous and incidental expenses in connection with the Issue.
The Issue Expenses stated above are indicative and based on estimates, and the same are subject to change depending upon the actual expenses incurred. The list of expenses mentioned herein is illustrative and not exhaustive.
Any shortfall in the issue expenses will be utilized from the general corporate purposes. Any surplus in the issue expenses will be added to the gross proceeds and would be adjusted against general corporate purpose.
Utilisation of Net Proceeds:
| Sr. No. | Particulars | Total estimated amount to be funded from the net proceeds (in Rs.) | % of Net Proceeds | Tentative timelines for utilization of Issue proceeds |
|---|---|---|---|---|
| 1. | Repayment or prepayment of all or a portion of certain outstanding borrowings together with interest i.e. working capital facilities and/or term loan facilities availed by our Company; | 225,00,00,000 | 76.79% | March 31, 2027 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 2. | General Corporate Purpose | 68,00,00,000 | 23.21% | December 31, 2027 or within 18 months of receipt of fund by Company, whichever is later. |
|---|---|---|---|---|
| Total | 293,00,00,000 | 100% |
As the proposed total issue size exceeds Rs. 100 Crores, pursuant to Regulation 162A of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, the Fund-raising Committee will appoint Monitoring Agency once issue approved by Shareholders of the Company. The Monitoring Agency shall monitor the utilisation of the Issue Proceeds and submit its reports to the Company on a quarterly basis until 100% of the Issue Proceeds have been fully utilised, in compliance with applicable regulations.
Further, in terms of BSE circular No. 20221213-47 dated December 13 2022, the amount allocated towards the aforementioned Objects may vary by $\pm 10\%$, depending upon future circumstances, as the objects are based on management estimates and other commercial and technical factors. Accordingly, the actual utilisation may be influenced by various financial, market, sectoral, operational and strategic considerations, competition and other external factors, which may not be within the control of the company.
The Board of Directors shall have the authority to make suitable modifications to the proposed schedule of utilisation of the issue Proceeds, subject to compliance with applicable laws & regulations.
a) Repayment or prepayment of all or a portion of certain outstanding borrowings together with interest i.e. working capital facilities and/or term loan facilities availed by our Company;
The Company intends to utilize the proceeds raised through the Preferential Issue (“Issue Proceeds”), inter alia, towards repayment and/or pre-payment, in full or part, of certain outstanding borrowings availed by the Company, including term loans and working capital facilities from banks and/or financial institutions. The proposed utilization is expected to support improvement in the Company’s overall financial position through reduction in debt obligations, optimization of finance costs and enhancement of liquidity and financial flexibility. It may further help Company in improving its creditworthiness vis-à-vis credit rating. We believe that the pre-payment or scheduled repayment will help reduce our existing borrowings, assist us in maintaining a favourable debt-equity ratio and enable utilisation of our internal accruals for further investment in business growth and expansion. Additionally, our Company believes that the leverage capacity of our Company will improve its ability to raise further resources in the future to fund potential business development opportunities and plans to grow and expand our business.
b) General Corporate Purpose:
The General Corporate Purposes for which our Company proposes to utilise the Net Proceeds include, meeting ongoing general corporate contingencies, meeting our business requirements, for business development initiatives funding growth opportunities, including strategic initiatives, acquisitions, capital expenditure towards growth of Company, investment in joint ventures, investment in our Subsidiaries, working capital, construction of office building, meeting expenses incurred in the ordinary course of business, and payment of commission and/or fees to consultant.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
Deployment of Unutilised Funds: Pending utilisation of the proceeds for the objects stated above, the Company shall temporarily park the unutilised funds in accordance with applicable law and SEBI regulations in the following manner:
- Interest-bearing deposits with scheduled commercial banks and/or in any other money market instrument as approved by Fund aising Committee/Audit Committee and/or Board in accordance with applicable law
- Money market instruments and/or instruments other than high-risk or capital-eroding instruments, in accordance with the Company's investment policy and applicable laws.
This approach ensures safety, liquidity, and reasonable returns on the unutilised funds until their full deployment for the intended purposes.
3) The total/maximum number of securities to be issued / particulars of the offer / Kinds of securities offered and the price at which security is being offered number of securities to be issued and pricing:
The special resolution set out in the accompanying Notice dated June 3, 2026 authorises the Board to create, offer, issue, and allot, from time to time, in one tranche, up to 59,76,096 fully paid-up Equity Shares of face value of Rs. 10 each, at an issue price of Rs. 502 per Equity Share (including premium of Rs. 492 per Equity Share), aggregating up to Rs. 300,00,00,192 (Rupees Three Hundred Crores and one hundred and ninety-two Only), to the proposed allottees falling under promoter group and Non-Promoter Public Category ("Proposed Equity Allottees"), on a preferential basis for cash consideration.
a) The Equity Shares to be issued and allotted pursuant to the preferential issue shall be listed and traded on the Stock Exchange, subject to the receipt of necessary regulatory permissions and approvals, as applicable.
b) The Equity Shares so allotted shall be subject to a lock-in period as specified under Chapter V of the SEBI ICDR Regulations.
c) The Equity Shares shall be allotted in dematerialized form within 15 (fifteen) days from the date of passing of the Special Resolution by the Members, provided that where the allotment is subject to receipt of any approval or permission from any regulatory authority or the Government of India, the allotment shall be completed within 15 (fifteen) days from the date of receipt of the last such approval or permission.
d) The issue and allotment of Equity Shares shall be subject to all applicable laws and the provisions of the Memorandum and Articles of Association of the Company.
e) The Equity Shares to be issued to the Proposed Equity Allottees shall be listed on the stock exchange where the existing equity shares are listed, subject to the receipt of necessary permissions and approvals from the stock exchange.
f) The Proposed Equity Allottees shall be required to bring in 100% of the consideration into the designated bank account of the Company, for the Equity Shares to be allotted, on or prior to the date of allotment thereof, from their respective bank account.
g) The preferential issue Equity Shares shall be governed by the regulations and guidelines issued by SEBI or any other statutory authority as the case may be or any modifications thereof.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
h) The Equity Shares so allotted to the Proposed Equity Allottees under this resolution shall not be sold, transferred, hypothecated or encumbered in any manner during the period of lock-in provided under SEBI ICDR Regulations except to the extent and in the manner permitted thereunder.
i) The preferential issue Equity Shares so offered, issued and allotted shall not exceed the number of Equity Shares as approved herein above.
j) The consideration for preferential issue shall be paid to the Company from the bank account of the Proposed Allottee at the time of allotment.
k) Without prejudice to the generality of the above, the issue of the preferential issue Equity Shares shall be subject to the terms and conditions as contained in the Explanatory Statement under Section 102 of the Act and Chapter V of the SEBI ICDR Regulations annexed hereto, which shall be deemed to form part thereof.
l) The preferential issue Equity Shares so offer and allotted to the Proposed Equity Allottee shall be free and clear of all encumbrances other than any lock-in or transfer restrictions prescribed under the applicable law;
m) All other terms and conditions shall be set out in the Investor Offer Letters.
4) Issue Price, Relevant Date and the Basis or justification on which the price has been arrived:
The Equity Shares of the Company are frequently traded and are listed on the BSE Limited and National Stock Exchange of India. The price has been determined in accordance with Regulation 164 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI (ICDR) Regulations").
The Relevant Date, as per the provisions of Chapter V of the SEBI ((ICDR)) Regulations for determination of the issue price of Equity Shares is May 27, 2026, 30 days prior to the date of Passing of the Special Resolution in the EGM.
The Articles of Association of the issuer does not provide for a method of determination which results in a floor price higher than that determined under (ICDR) Regulations, 2018.
Pricing for allotment on preferential basis for allottees:
As per the provisions of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, the Equity Shares will be issued at a price of Rs. 502/- (Rupees Five Hundred and Two only) per Equity Share.
a) the 90-trading days' volume weighted average price (i.e., Rs. 292.92/-) of the Company's shares quoted on the stock exchange (NSE Limited, being the stock exchange on which the Company has listed its securities and has highest trading volume,) preceding the "Relevant Date";
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
b) the 10-trading days' volume weighted average price (i.e., Rs. 501.56/-) of the Company's shares quoted on the stock exchange (NSE Limited, being the stock exchange on which the Company has listed its securities and has highest trading volume) preceding the "Relevant Date";
or
c) the price determined (i.e., Rs. 501.56/-) under the valuation report obtained by the Company from an independent registered valuer in terms of Regulation 166A.
The valuation report of the Registered valuer pursuant to Regulation 166A of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 can also be accessed on the company website on the following link www.deepiping.com
The equity shares of the Company are listed on the National Stock Exchange of India Limited ('NSE') and
BSE Limited ("BSE") and are frequently traded in accordance with the SEBI ICDR Regulations.
Further, the method of determination of price as per the Articles of Association of the Company is not applicable as the Articles of Association of the Company are silent on the determination of a floor price/ minimum price of the shares issued on preferential basis.
In view of the above, the Board of the Company decided to issue these securities to be allotted on preferential basis to the Proposed Allottee at 502.00/- (Indian Rupees Five Hundred and Two Only) per Equity Share i.e. over and above the price being computed in accordance with Chapter V of the SEBI ICDR Regulations.
5) Name and Address of Valuer who performed Valuation:
The valuation was conducted by Rajneesh Sharma, Registered Valuer having registration number IBBI/RV/03/2021/14143
Office Address: DG04 Silver Spring Apartment, Navaratan Complex, Udaipur -313001
Email: [email protected]
The above information is also available on the Company's website at the following link www.deepiping.com
6) Amount which the Company intends to raise by way of issue of Equity Shares:
Total Amount Rs. 3,00,00,00,192/- (Rupees Three Hundred Crores and one hundred and ninety-two only)
7) Relevant date with reference to which the price has been arrived at:
The "Relevant Date" as per Regulation 161 of the SEBI ICDR Regulations for the determination of the floor price for issue of the Equity shares is fixed as Wednesday*, May 27, 2026, i.e., a day preceding to 30 (thirty) days prior to the date of the shareholders' approval, i.e., Saturday, June 27, 2026 as the thirtieth day being the weekend.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
*May 28, 2026 being trading holiday hence in terms of SEBI ICDR Regulations, 2018, May 27, 2026 has been considered as Relevant Date.
8) Principal terms of Assets charged as securities:
Not Applicable
9) Proposal/ Intention of promoters/directors/key managerial personnel(s) or senior management personnel to subscribe to the offer:
None of the current promoters, directors, key management personnel, senior management personnel of the Company intends to apply/ subscribe to the offer except Mr. Krishna Lalit Bansal – Promoter and Chairman & Managing Director.
10) The Class of person/name of the Proposed Allottee to whom the allotment is made and the percentage of post-preferential offer capital that may be held by them:
As per Annexure B
11) The shareholding pattern of the Company before the proposed issue and after the proposed issue of Equity Shares as follows:
| Sl. No. | Category | Pre-Issue No. of Equity Shares | % Of Shareholding | Post-Issue No. of Equity Shares | % Of Shareholding |
|---|---|---|---|---|---|
| (as on 31/03/2026) | |||||
| A | Promoters and Promoter Group Holding | ||||
| 1 | Indian | ||||
| Individuals/Hindu Undivided Family | 4,10,73,606 | 59.30 | 4,14,72,012 | 55.12 | |
| Any Other (specify) | 75,32,775 | 10.88 | 75,32,775 | 10.01 | |
| 2 | Foreign | - | - | - | - |
| Total (A1+A2) | 4,86,06,381 | a | 4,90,04,787 | 65.13 | |
| B 1 | Non-Promoter Holding - Institutions | - | |||
| Institutions (Domestic) | - | - | - | ||
| Mutual Funds | 89,71,835 | 12.95 | 92,70,639 | 12.32 | |
| Venture Capital Funds | - | - | - | - |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| Alternate Investment Funds | 6,61,896 | 0.96 | 35,42,875 | 4.71 | |
|---|---|---|---|---|---|
| Sub Total B1 | 96,33,731 | 13.91 | 1,28,13,514 | 17.03 | |
| B 2 | Institutions (Foreign) | - | |||
| Foreign Portfolio Investors Category I | 6,54,616 | 0.95 | 26,64,079 | 3.54 | |
| Foreign Portfolio Investors Category II | 24,696 | 0.04 | 24,696 | 0.03 | |
| Sub Total B2 | 6,79,312 | 0.98 | 26,88,775 | 3.57 | |
| B 3 | Non - Institutions | - | |||
| KMP | 2,880 | - | 2,880 | 0.00 | |
| 2a | Individuals (share Capital up to Rs. 2 lakhs) | 79,38,012 | 11.46 | 79,38,012 | 10.55 |
| 2b | Individuals (share Capital in excess of Rs. 2 lakhs) | 15,37,888 | 2.22 | 16,07,608 | 2.14 |
| 2c | Non-Resident Indians (NRIs) | 2,05,715 | 0.30 | 2,25,635 | 0.30 |
| 2d | Bodies Corporate | 2,89,840 | 0.42 | 5,88,644 | 0.78 |
| 2e | Any Other (specify) | 3,69,583 | 0.53 | 3,69,583 | 0.49 |
| Sub-Total (B3) | 1,03,43,918 | 14.93 | 1,07,32,362 | 14.26 | |
| Total (B1+B2+B3) | 2,06,56,961 | 29.82 | 2,62,34,651 | 34.87 | |
| C 1 | Shares underlying DRs | - | - | - | - |
| C 2 | Shares held by Employee Trust | - | - | - | - |
| C | Non-Promoter - Non-Public | - | - | - | - |
| Grand Total (A+B+C) | 6,92,63,342 | 100.00 | 7,52,39,438 | 100 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
12) Proposed time schedule/time frame within which the allotment/preferential issue shall be completed:
The allotment of Equity Shares shall be completed within a period of 15 days from the date of passing of the resolution by the shareholders, provided that where the allotment is pending on account of pendency of any approval(s) or permission(s) from any regulatory authority/body, the allotment shall be completed by the Company within a period of 15 days from the date of such approval(s) or permission(s).
13) Change in control, if any, in the Company that would occur consequent to the preferential offer/issue:
There shall be no change in management or control of the Company pursuant to the issue and allotment of equity shares.
14) No. of persons to whom allotment on preferential basis have already been made during the year, in terms of number of securities as well as price:
During the Financial Year 2025-26, the Company has not made the any allotment on a preferential basis;
15) The justification for the allotment proposed to be made for consideration other than cash together with valuation report of the registered valuer OR where the specified securities are issued on a preferential basis for consideration other than cash, the valuation of the assets in consideration for which the equity shares are issued shall be done by an independent valuer, which shall be submitted to the stock exchanges where the equity shares of the issuer are listed:
Not applicable.
16) Lock-in:
The Equity Shares shall be subject to a lock-in for such period as specified under applicable provisions of the SEBI ((ICDR)) Regulations
17) Listing:
The Company will make an application to the Stock Exchange at which the existing shares are already listed, for listing of the equity shares being issued. Such Equity Shares, once allotted, shall rank pari-passu with the existing equity shares of the Company in all respects, including dividend.
18) Certificate:
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
As required in Regulation 163(2) of the SEBI ((ICDR)) Regulations, a certificate from a Practicing Company Secretary, certifying that the issue is being made in accordance with the requirements of the SEBI ((ICDR)) Regulations. The certificate of the practicing company secretary can also be accessed on the company website on www.deepiping.com.
19) Undertakings:
The Company hereby undertakes that:
i. It would re-compute the price of the securities specified above in terms of the provisions of SEBI (ICDR) Regulations, where it is so required;
ii. If the amount payable, if any, on account of the re-computation of price is not paid within the stipulated in SEBI (ICDR) regulations the above Equity shares shall be continued to be locked in till such amount is paid by the allottees;
iii. All the equity shares held by the proposed allottees in the company are in dematerialized form only;
20) Disclosures specified in Schedule VI of the SEBI (ICDR) Regulations, if the issuer or any of its promoters or directors is a willful defaulter or a fraudulent borrower:
It is hereby confirmed that, neither the Company nor its promoters or directors is a willful defaulter or a fraudulent borrower as per Regulation 163(1)(i) of Chapter V read with schedule VI of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. Further, none of its directors or Promoter is a fugitive economic offender as defined under the SEBI (ICDR) Regulations.
21) Identity of proposed allottees (including natural persons who are the ultimate beneficial owners of equity shares proposed to be allotted and/or who ultimately control), the percentage (%) of Post Preferential Issue Capital that may be held by them and Change in Control, if any, consequent to the Preferential issue and the Current and proposed status of the allottee(s) post preferential issues namely, promoter or non-promoter:
As per Annexure C
22) Undertaking that if the amount payable on account of the re-computation of price is not paid:
As the equity shares have been listed for a period of more than 90 trading days as on the Relevant Date, the provisions of Regulation 164(3) of ICDR Regulations governing recomputation of the price of shares shall not be applicable. However, if there would be any requirement, the Company undertakes that if the amount payable on account of the recomputation of price is not paid within the time stipulated in the ICDR Regulations, the Equity shares shall continue to be locked in till the time such amount is paid by the Allottee.
23) SEBI Takeover Code:
In the present case none of the Proposed Equity Allottees would attract Takeover Regulations and therefore is not under obligation to give open offer to the public except making certain disclosures as required under Takeover Regulations to Stock Exchanges.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
24) Holding of shares in demat form, non-disposal of shares by the Proposed Equity Allottees and lock-in period of shares:
The entire shareholding of the Proposed Equity Allottees in the Company, if any is held by them in dematerialized form. The Proposed Equity Allottees have not sold or transferred their equity shares during the 90 trading days prior to the Relevant Date and are eligible for allotment of equity shares on preferential basis unless exempted under SEBI ICDR Regulations, 2018, as amended. The Proposed Equity Allottees have Permanent Account Number. The lock-in kindly refers to above point and the same shall be subject to the provisions of SEBI ICDR Regulations, 2018, as amended.
25) Compliances:
The Company has complied with the requirement of Rule 19A of the Securities Contracts (Regulation) Rules, 1957 and Regulation 38 of SEBI LODR Regulations maintaining a minimum of 25% of the paid-up capital in the hands of the public.
26) Dues regarding SEBI, Stock Exchange(s) or Depositories:
There are no outstanding dues of the Company payable to SEBI, Stock Exchange or Depositories.
27) Shareholding Interest of every Promoter, Director and KMPs to the extent of 2% or more in any body corporate, which is a proposed allottee:
There is no shareholding interest of any existing promoter, director and KMPs, to the extent of 2% or more in any body corporate, which is a proposed allottee.
28) Disclosure of Interest of directors/KMPs:
Except Mr. Krishna Lalit Bansal, Chairman and Managing Director and Promoter of the Company who is subscribing to the equity shares in proposed preferential issue, none of the Directors and/or KMPs have any interest.
29) Other disclosures/undertaking:
a) The Company is in compliance with the conditions for continuous listing of equity shares as specified in the listing agreement with the Stock Exchanges and the Listing Regulations, as amended and circulars and notifications issued by the SEBI thereunder.
b) The Company does not have any outstanding dues to SEBI, Stock Exchanges or the depositories.
c) The Company has obtained the Permanent Account Numbers (PAN) of the Proposed Equity Allottees, except those allottees which may be exempt from specifying PAN for transacting in the securities market by SEBI before an application seeking in-principle approval is made by the Company to the Stock Exchange.
d) The Company shall be making application seeking in-principle approval to the Stock Exchanges, on the same day when this notice will be sent in respect of the general meeting seeking shareholders' approval by way of special resolution.
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
e) The Company is eligible to make the Preferential Allotment under Chapter V of the SEBI ICDR Regulations.
f) The Proposed Equity Allottees have further confirmed that the Proposed Equity Allottees shall be an entity eligible under SEBI ICDR Regulations to undertake the Preferential Issue.
30) The class or classes of persons to whom the allotment is proposed to be made:
The Preferential Allotment is proposed to be made to Promoter/Promoter Group and non-promoters Public category. Pursuant to the proposed investment and in accordance with Rule 14(1) of the PAS Rules, no offer or invitation of any securities is being made to a body corporate incorporated in, or a national of, a country which shares a land border with India.
31) Approval under the Companies Act:
Section 62(1) of the Companies Act, 2013 provides, inter alia, that whenever it is proposed to increase the subscribed capital of a company by further issue and allotment of shares shall be first offered to the existing shareholders of the company in the manner laid down in the said Section, unless the shareholders decide otherwise in General Meeting by way of special resolution.
In accordance with the provisions of the Companies Act, 2013 read with applicable rules thereto and relevant provisions of the SEBI (ICDR) Regulations, 2018, approval of the members for the issue and allotment of the said equity shares to the above mentioned allottees is being sought by way of a special resolution as set out in the said item of the notice. The issue of equity shares would be within the Authorised Share Capital of the Company.
The Board of Directors of the Company believe that the proposed issue is in the best interest of the Company and therefore board recommends the Special Resolution as set out in Item Number 1 in the accompanying notice for approval by the Members.
None of the Directors and Key Managerial Personnel of the Company or their relatives are in any way concerned or interested, financially or otherwise in this resolution except Mr. Krishna Lalit Bansal who is proposed subscriber in this proposed preferential issue.
By Order of the Board of Directors
For DEE Development Engineers Limited
Sd/-
Ranjan Kumar Sarangi
Company Secretary & Compliance Officer
M: F8604
Place: Palwal, Haryana
Date: 03.06.2026
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
Annexure B
| Sr. | Name of the Proposed Allottee | Category | Identity of the Natural person who is the ultimate Beneficial owner | No. of Equity Shares held pre - Preferential Issues | Percentage of Voting rights held pre - Preferential Issues | No. of Equity Shares held Proposed to be Issued | Relation, if any, with the promoters or person in control of the Company | No. of Equity Shares held Post - Preferential Issue | Percentage of Voting rights to be held Post - Preferential Issue |
|---|---|---|---|---|---|---|---|---|---|
| 1 | Krishan Lalit Bansal | Promoter | - | 3,52,00,366 | 50.82 | 3,98,406 | Self | 3,55,98,772 | 47.31 |
| 2 | Kotak Mahindra Trustee Co Limited A/c Kotak Multi Asset Allocation Fund | Mutual Fund- Qualified Institutional Buyer | Not Applicable | 45,12,288 | 6.51 | 2,98,804 | None | 48,11,092 | 6.39 |
| 3 | WhiteOak Capital Equity Fund | Alternative Investment Fund Category III | 1. Mr. Ashish Pradip Somaiya | ||||||
| 2. Amicorp Trustees (India) Private Limited | 0 | 0 | 86,902 | None | 86,902 | 0.12 | |||
| 4 | WhiteOak Capital India Opportunities Fund | Alternative Investment Fund Category II | 1. Mr. Ashish Pradip Somaiya | ||||||
| 2. Amicorp Trustees (India) Private Limited | 0 | 0 | 7,82,123 | None | 7,82,123 | 1.04 | |||
| 5 | Ashoka WhiteOak ICAV - Ashoka Whiteoak Emerging Markets Equity Fund | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 0 | 4,72,936 | None | 4,72,936 | 0.63 |
| 6 | Ashoka WhiteOak ICAV - Ashoka Whiteoak Emerging Markets Equity Ex China Fund | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 0 | 72,266 | None | 72,266 | 0.10 |
| 7 | TCW White Oak Emerging Markets Equity Fund | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 0 | 6,403 | None | 6,403 | 0.01 |
| 8 | Ashoka India Equity Investment Trust PLC | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 0 | 1,99,418 | None | 1,99,418 | 0.27 |
| 9 | Ashoka WhiteOak Emerging Markets Trust PLC | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 0 | 27,443 | None | 27,443 | 0.04 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 10 | India Acorn Fund Ltd | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 0 | 90,561 | None | 90,561 | 0.12 |
|---|---|---|---|---|---|---|---|---|---|
| 11 | ValueQuest India G.I.F.T. Fund | Foreign Portfolio Investor Corporate Category I | 1. Mr. Ravindra Dharamshi (65.80%) | ||||||
| 2. Mr. Hemang Dharamshi (14.55%) | |||||||||
| 3. Mr. Aniket Hemang Dharamshi (7.50%) | |||||||||
| 4. Mr. Sameer Jyotindra Shah (7.50%) | |||||||||
| 5. Others (4.65%) | 0 | 0 | 7,42,031 | None | 7,42,031 | 0.99 | |||
| 12 | ValueQuest India Inflexion Fund | Alternative Investment Fund Category III | 1. Mr. Ravindra Dharamshi (65.80%) | ||||||
| 2. Mr. Hemang Dharamshi (14.55%) | |||||||||
| 3. Mr. Aniket Hemang Dharamshi (7.50%) | |||||||||
| 4. Mr. Sameer Jyotindra Shah (7.50%) | |||||||||
| 5. Others (4.65%) | 0 | 0 | 9,96,020 | None | 9,96,020 | 1.32 | |||
| 13 | 360 ONE PIPE Fund | Alternative Investment Fund Category III | 1. Mr. Karat Venugopal Parameshwar | ||||||
| 2. Mr. Ashok Kumar Garg | |||||||||
| 3. Mr. Radhakrishnan Mohan | |||||||||
| 4. Mr. Parmod Kumar Nagpal | 0 | 0 | 4,98,007 | None | 4,98,007 | 0.66 | |||
| 14 | Enigma Small Opportunities Fund | Alternative Investment Fund Category III | 1. Mr. Viraj Mehta | ||||||
| 2. Mr. Dhaval Dama | |||||||||
| 3. Mr. Dharmesh Gathani | 0 | 0 | 1,99,203 | None | 1,99,203 | 0.26 | |||
| 15 | Meghraj Properties Private Limited | Body Corporate - Domestic | Rajesh Sharma | 0 | 0 | 2,98,804 | None | 2,98,804 | 0.40 |
| 16 | Niveshaay Hedgehogs Fund | Alternative Investment Fund Category III | 1. Mr. Arvind Ashokkumar Kothari; | ||||||
| 2. Mr. Vikram Sharma | |||||||||
| 3. Mr. Gunjan Kabra | 0 | 0 | 1,99,203 | None | 1,99,203 | 0.26 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 17 | LC Pharos Multi Strategy Fund VCC - LC Pharos Mutli Strartegy Fund SF I | Foreign Portfolio Investor Corporate Category I | Tang Kar Wai, Audrey | 0 | 0 | 2,98,804 | None | 2,98,804 | 0.40 |
|---|---|---|---|---|---|---|---|---|---|
| 18 | Zeal Global Opportunities Fund | Foreign Portfolio Investor Corporate Cat I | 1. Nikhil Kumar | ||||||
| 2. Low Ren feng | |||||||||
| 3. Zinnia Investment Manager Limited | |||||||||
| 4. Zinnia Investment Holdings Private Limited | 0 | 0 | 99,601 | None | 99,601 | 0.13 | |||
| 19 | Finavenue Capital Trust - Finavenue Growth Fund | Alternative Investment Fund Category III | 1. Mrs. Aakriti Anant Shrishrimal | ||||||
| 2. Mr. Aditya Parakh | 0 | 0 | 99,601 | None | 99,601 | 0.13 | |||
| 20 | Swati Agarwal | Public | - | 0 | 0 | 9,960 | None | 9,960 | 0.01 |
| 21 | Preeti Singal | Public | - | 0 | 0 | 19,920 | None | 19,920 | 0.03 |
| 22 | Tushar Aggarwal HUF | Public | - | 0 | 0 | 19,920 | None | 19,920 | 0.03 |
| 23 | Achen Jakher | Public | - | 0 | 0 | 39,840 | None | 39,840 | 0.05 |
| 24 | Invicto Incrementum Fund | Alternative Investment Fund Category III | 1. MITCON Consultancy and Engineering Services Limited | ||||||
| 2. Ms. Vaishali Goverdhan Urkude | 0 | 0 | 19,920 | None | 19,920 | 0.03 |
Annexure C
| Sr. | Name of the Proposed Allottee | Category | Identity of the Natural person who is the ultimate Beneficial owner | No. of Equity Shares held pre - Preferential Issues | No. of Equity Shares held Proposed to be Issued | No. of Equity Shares held Post - Preferential Issue |
|---|---|---|---|---|---|---|
| 1 | Krishan Lalit Bansal | Promoter | - | 35200366 | 3,98,406 | 3,55,98,772 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 2 | Kotak Mahindra Trustee Co Limited A/c Kotak Multi Asset Allocation Fund | Mutual Fund-Qualified Institutional Buyer | Not Applicable | 4512288 | 2,98,804 | 48,11,092 |
|---|---|---|---|---|---|---|
| 3 | WhiteOak Capital Equity Fund | Alternative Investment Fund Category III | 1. Mr. Ashish Pradip Somaiya | |||
| 2. Amicorp Trustees (India) Private Limited | 0 | 86,902 | 86,902 | |||
| 4 | WhiteOak Capital India Opportunities Fund | Alternative Investment Fund Category II | 1. Mr. Ashish Pradip Somaiya | |||
| 2. Amicorp Trustees (India) Private Limited | 0 | 7,82,123 | 7,82,123 | |||
| 5 | Ashoka WhiteOak ICAV – Ashoka Whiteoak Emerging Markets Equity Fund | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 4,72,936 | 4,72,936 |
| 6 | Ashoka WhiteOak ICAV – Ashoka Whiteoak Emerging Markets Equity Ex China Fund | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 72,266 | 72,266 |
| 7 | TCW White Oak Emerging Markets Equity Fund | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 6,403 | 6,403 |
| 8 | Ashoka India Equity Investment Trust PLC | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 1,99,418 | 1,99,418 |
| 9 | Ashoka WhiteOak Emerging Markets Trust PLC | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 27,443 | 27,443 |
| 10 | India Acorn Fund Ltd | Foreign Portfolio Investor Corporate Category I | Not Applicable | 0 | 90,561 | 90,561 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 11 | ValueQuest India G.I.F.T. Fund | Foreign Portfolio Investor Corporate Category I | 1. Mr. Ravindra Dharamshi (65.80%)
2. Mr. Hemang Dharamshi (14.55%)
3. Mr. Aniket Hemang Dharamshi (7.50%)
4. Mr. Sameer Jyotindra Shah (7.50%)
5. Others (4.65%) | 0 | 7,42,031 | 7,42,031 |
| --- | --- | --- | --- | --- | --- | --- |
| 12 | ValueQuest India Inflexion Fund | Alternative Investment Fund Category III | 1. Mr. Ravindra Dharamshi (65.80%)
2. Mr. Hemang Dharamshi (14.55%)
3. Mr. Aniket Hemang Dharamshi (7.50%)
4. Mr. Sameer Jyotindra Shah (7.50%)
5. Others (4.65%) | 0 | 9,96,020 | 9,96,020 |
| 13 | 360 ONE PIPE Fund | Alternative Investment Fund Category III | 1. Mr. Karat Venugopal Parameshwar
2. Mr. Ashok Kumar Garg
3. Mr. Radhakrishnan Mohan
4. Mr. Parmod Kumar Nagpal | 0 | 4,98,007 | 4,98,007 |
| 14 | Enigma Small Opportunities Fund | Alternative Investment Fund Category III | 1. Mr. Viraj Mehta
2. Mr. Dhaval Dama
3. Mr. Dharmesh Gathani | 0 | 1,99,203 | 1,99,203 |
| 15 | Meghraj Properties Private Limited | Body Corporate - Domestic | Mr. Rajesh Sharma | 0 | 2,98,804 | 2,98,804 |
| 16 | Niveshaay Hedgehogs Fund | Alternative Investment Fund Category III | 1. Mr. Arvind Ashokkumar Kothari;
2. Mr. Vikram Sharma
3. Mr. Gunjan Kabra | 0 | 1,99,203 | 1,99,203 |
| 17 | LC Pharos Multi Strategy Fund VCC - LC Pharos Mutli Strategy Fund SF I | Foreign Portfolio Investor Corporate Category I | Tang Kar Wai, Audrey | 0 | 2,98,804 | 2,98,804 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA
DEE piping systems
| 18 | Zeal Global Opportunities Fund | Foreign Portfolio Investor Corporate Cat I | 1. Nikhil Kumar
2. Low Ren feng
3. Zinnia Investment Manager Limited
4. Zinnia Investment Holdings Private Limited | 0 | 99,601 | 99,601 |
| --- | --- | --- | --- | --- | --- | --- |
| 19 | Finavenue Capital Trust – Finavenue Growth Fund | Alternative Investment Fund Category III | 1. Mrs. Aakriti Anant Shrishrimal
2. Mr. Aditya Parakh | 0 | 99,601 | 99,601 |
| 20 | Swati Agarwal | Public | - | 0 | 9,960 | 9,960 |
| 21 | Preeti Singal | Public | - | 0 | 19,920 | 19,920 |
| 22 | Tushar Aggarwal HUF | Public | - | 0 | 19,920 | 19,920 |
| 23 | Achen Jakher | Public | - | 0 | 39,840 | 39,840 |
| 24 | Invicto Incrementum Fund | Alternative Investment Fund Category III | 1. MITCON Consultancy and Engineering Services Limited
2. Ms. Vaishali Goverdhan Urkude | 0 | 19,920 | 19,920 |
DEE DEVELOPMENT ENGINEERS LIMITED
Regd. Office: Unit 1, Prithla-Tatarpur Road, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
Works: Unit 1, 2 & 3, Village Tatarpur, Dist. Palwal, Haryana- 121102, India
T: +91 1275 248200, F: +91 1275 248314, E: [email protected], W: www.deepiping.com
CIN: L74140HR1988PLC030225 GST Registration No. 06AACCD0207H1ZA