Lancor Holdings Ltd. — Proxy Solicitation & Information Statement 2025

Apr 23, 2025

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23.04.2025

To, Manager - Listing Compliance National Stock Exchange of India Limited ‘Exchange Plaza’. C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai - 400 051 Symbol: LANCORHOL

The Chief General Manager Listing Operation, BSE Limited, 20th Floor, P.J.Towers, Dalal Street, Mumbai – 400 001. Script:509048

Dear Sirs,

Sub: Corrigendum to the Notice of Extraordinary General Meeting scheduled to be held on 26[th] April, 2025, (EGM) at 11.30am through video conferencing / other audio visual means:

This is with reference to EGM Notice dated 28[th] March, 2025 (EGM Notice) convening the Extraordinary General Meeting of the members of the Company scheduled to be held on Saturday 26[th] April, 2025 at 11.30am through Video Conferencing (VC) / Other Audio Visual Means (OAVM). In this regard, we want to inform you that a corrigendum has been issued to inform the shareholders of the Company regarding the changes made in the Notice of EGM.

A copy of corrigendum to the Notice of EGM is enclosed herewith. The said corrigendum shall form integral part of the Notice of EGM dated 28[th] March, 2025, circulated to the shareholders of the Company and on and from the date hereof, the Notice of EGM shall always be read in conjunction with this Corrigendum.

All other contents of the Notice of EGM, save and except as modified or supplemented by this Corrigendum, shall remain unchanged. The corrigendum to EGM Notice is also available on the website of the Company at www.lancor.in Kindly take the above on record.

Yours Faithfully,

For LANCOR HOLDINGS LIMITED

Digitally signed by KAUSHANI CHATTERJEE DN: c=IN, o=PERSONAL, title=1123, KAUSHANI pseudonym=d36d89dbdd274606aaf1b5f3f883caef, 2.5.4.20=573860afb51cd4546e3bd0dde45450025774245dc c42647a22a9980e059cfce2, postalCode=600042, st=Tamil Nadu, serialNumber=fc886fcbd31844b3c877f7bff971da1ec1757b CHATTERJEE d37f6a50f3807a5373df326fa4, cn=KAUSHANI CHATTERJEE Date: 2025.04.23 16:18:38 +05'30'

KAUSHANI CHATTERJEE COMPANY SECRETARY & COMPLIANCE OFFICER

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LA N CO r HO L D I N G S LI M I T E CIN : L65921TN1985PLC049092

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CORRIGENDUM TO THE NOTICE OF THE EXTRAORDINARY GENERAL MEETING

Lancor Holdings Limited (“the Company”) had issued Notice dated 28[th] March, 2025 (“Notice”) for convening an Extraordinary General Meeting (“EGM”) of its Members to be held on Saturday, 26th April, 2025 at 11.30 am through Video Conferencing (VC) / Other Audio Visual Means (OAVM). The Notice has been circulated to the Members of the Company in due compliance with the provisions of the Companies Act, 2013 read with the relevant rules made thereunder.

The Members of the Company are requested to note the following amendment in the Explanatory Statement to Item No. 1 of EGM Notice i.e. “ To approve issuance of fully convertible warrants to promoters on preferential basis”

1. On page 13, the 2[nd] para under the heading I. Objects of the Preferential issue shall be read as follows: (Please note the 1[st] , 3[rd] , 4[th] & 5[th] para will remain unchanged)

Utilisation of Issue Proceeds

As the funds to be received against the issue and allotment of warrants and conversion of warrants into Equity Shares, will be in tranches and the quantum of funds required on different dates may vary therefore, the Broad Range of intended use of the Issue Proceeds of the Issue is as under:

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Particulars Total estimated Tentative timelines for
amount to be utilization of issue
utilized
proceeds from the date of
receipt of funds
Projects payments which includes Rs. 500,00,000/- Within 12 months from
the receipt of funds for the
fund requirements for land
Warrants (as set out herein)
acquisition
approval cost and statutory
payments
For Working Capital Requirements Rs. 250,00,000/-
of the
Company
-
For General Corporate Purpose Rs. 249,99,900/
Total Total Rs. 9,99,99,900/-
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• (*) considering 100% conversion of Warrants into Equity Shares within the stipulated time.

2. On page 14, the para under the heading II. Monitoring of Utilization of Funds shall be read as follows:

Since the issue size of Warrants does not exceed Rs. 100 Crore, therefore, the Company is not required to appoint a Monitoring agency to monitor the issue in terms of the provisions of Regulation 162A of the SEBI ICDR Regulations, 2018. However the Audit Committee will monitor the utilisation of the funds raised.

Registered office: “VTN Square” No.58, G.N. Chetty Road, T. Nagar, Chennai-600 017

3. On page 15, the para under the heading IX. The number of persons to whom allotment on preferential basis have already been made during the year, in terms of number of securities as well as the price shall be read as follows:

The Company has allotted 1,22,45,560 (One Crore Twenty Two Lakhs Forty Five Thousand Five Hundred & Sixty) Equity Shares of face value of Rs.2/- at a price of Rs.45.30/-(Rupees Forty five and thirty paisa only) (Issue price) per equity share (including a security premium of Rs. 43.30/per equity share) to the 146 allottees (Non-promoter category) on a preferential basis (“Preferential Allotment”) during the financial year 2024-25.

4. On page 17, the shareholding details under the heading XVIII. Shareholding pattern of the Company before and after the Preferential Issue shall be replaced with the following:

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Sl.
Particulars Pre-Issue Post-Issue
No
No. of % of
% of share No. of
Shares share
holding Shares held
held holding
Promoters / Promoters Group's
A
holding
Indian 32651546 44.73 35984876 47.14%
Foreign - NRI 41,30,400 5.66% 41,30,400 5.41%
Foreign - Others 930550 1.27 930550 1.22%
Total Shareholding of Promoter and
37712496 51.66% 41045826 53.77%
Promoter Group
B Public Shareholding
Institutions(Domestic & Foreign) 1607340 2.20% 1607340 2.11%
Non Institutions 33675724 46.14% 33675724 44.12%
Total Public Shareholding 35283064 48.34% 35283064 46.23%
GRAND TOTAL 72995560 100.00% 76328890 100.00%
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The shareholding given above is as on 31.03.2025

5. On page 18, under the heading XIX. Undertaking the point (d) shall be replaced with the following:

(d) The Company shall re-compute the price of the warrants to be allotted under the Preferential Issue, in terms of the provisions of SEBI ICDR Regulations where it is required to do so;

6. On page 18, the para under the heading XX. Current and proposed status of the - Proposed Allottees post the Preferential Issue viz. promoter or non promoter shall be replaced with the following:

Registered office: “VTN Square” No.58, G.N. Chetty Road, T. Nagar, Chennai-600 017

LA N CO r HO L D I N G S LI M I T E CIN : L65921TN1985PLC049092

	Current status of the Proposed Allottees		Proposed status of the Proposed Allottees post the Preferential Issue
	Promoters		Promoters

7. On page 18, under the heading XXIII. Practicing Company Secretary’s Certificate, the weblink given as www.lancor.in shall be replaced with the following :

• https://lancor.in/wp content/uploads/2025/04/PCSCERTIFICATES.pdf

This Corrigendum to the Notice of the EGM shall form an integral part of the Notice of EGM which has already been circulated to shareholders of Company and on and from the date hereof, the Notice of the EGM shall always be read in conjunction with this Corrigendum. This corrigendum will also be made available on website of both the stock exchanges i.e. BSE and NSE and on the website of the Company (www.lancor.in). All other contents of the Notice of EGM, save and except as modified or supplemented by the Corrigendum, shall remain unchanged.

In the context of above Corrigendum shareholders who have already voted and wish to raise any concerns or change their vote will be provided an opportunity to do so till 5:00 pm on April 25, 2025. Those who wish to do so may contact the company or its RTA on the contact details provided in the notice of EGM.

By order of the Board of Directors Place: Chennai For Lancor Holdings Limited Date : 23rd April, 2025 Shekar Viswanath Rajamani (DIN: 00259129) Chairman & Managing Director

Registered Office: Lancor Holdings Limited “VTN Square” No.58, G.N. Chetty Road, T. Nagar, Chennai-600 017, Tamilnadu, India. E-Mail ID:comsecy@lancor.in Website:www.lancor.in CIN: L65921TN1985PLC049092

Registered office: “VTN Square” No.58, G.N. Chetty Road, T. Nagar, Chennai-600 017