LLOYDS ENGINEERING WORKS LIMITED — Capital/Financing Update 2021

Oct 14, 2021

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LLOYDS STEELS INDUSTRIES LIMITED

Corporate Office : A-2, Madhu Estate, 2[nd] Floor, Pandurang Budhkar Marg, Lower Parel (W), Mumbai 400 013. Tel: 91-22-6291 8111 email : infoengg@lloyds.in, website: www.lloydsengg.in CIN : L28900MH1994PLC081235

MP/LSIL/BSEL-NSEL/2021/69

14.10.2021

The Department of Corporate Services, BSE Limited 27th Floor, P.J. Towers, Dalal Street, Mumbai - 400 001	The National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051
Scrip Code : 539992	Symbol: LSIL

Dear Sir,

Sub.: Outcome of Board Meeting pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015.

This is to inform you that the Board of Directors of our Company in the meeting held today i.e. Thursday, 14[th] October 2021 have considered and approved the following:

1. Appointment of Mr. Ashok Kumar Sharma (DIN: 09352764) as an Additional (Non-Executive Independent) Director w.e.f. 14.10.2021.

2. Subject to approval of the members in the Extra Ordinary General Meeting and appropriate authorities, the Board has approved the increase in the authorized share capital of the Company from Rs. 90,00,00,000/- divided into 90,00,00,000 equity shares of Re. 1 each to Rs. 110,00,00,000/- divided into 110,00,00,000 equity shares of Re. 1 each and consequent alteration in Capital Clause V of the Memorandum of Association of the Company relating to share capital of the Company.

3. Subject to the approval of the members in the Extra Ordinary General Meeting and appropriate authorities, the Board has decided to issue and allot by way of Preferential Allotment up to 16,50,00,000 Convertible Warrants of Re. 1/- each at an issue price of Rs.3.86 each (including premium of Rs.2.86 each) , aggregating to Rs.63,69,00,000/- to persons belonging to Promoters/ Promoter Group on Preferential Allotment basis pursuant to Section 42, 62 of the Companies Act, 2013 and Chapter V of SEBI (Issue of Capital and Disclosure Requirement) Regulations, 2018 and subsequent amendments thereto.

4. Draft Notice for convening the extraordinary general meeting for above purposes.

5. An Extraordinary General Meeting of the Company to be convened on Friday, 12th November, 2021 at 11:30 AM through Video Conferencing/ Other Audio Visual Means (OAVM) in compliance with the applicable provisions of the Companies Act, 2013 read with MCA General Circular no. 14/2020, dated 08th April, 2020, MCA General Circular no. 17/2020, dated 13th April, 2020, MCA General

Registered Office : Plot No. A-5/5, MIDC Industrial Area, Murbad, Thane – 421 401 Works : Plot No.A-6/3, A-5/5 & A-5/4, MIDC Industrial Area, Murbad, Dist. Thane 421 401, Tel.(02524) 222271/9545654196

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Circular No. 20/2020 dated 05th May, 2020 and 02/2021 dated 13[th] January, 2021 to transact the above business.

1. M/s. H. Maheshwari & Associates, Company Secretaries, is appointed as the Scrutinizer for conducting “Remote E-voting” and “E- voting during the EGM” process for ensuing Extra Ordinary General Meeting.

2. Cut-off date for determining the eligibility to vote by electronic means for the purpose of Extra Ordinary General Meeting shall be Friday, 5th November, 2021.

Also, the Board took note of Major Capacity Expansion to supplement its Manufacturing Facilities at Murbad works on a plot of land of 8085 Sq. Mtr owned by the Company. It was further Informed to the Board that a Modern facility will be set up with heavy lifting capability to meet the critical demand for critical equipments for various industries. This facility will consist of automated equipment for Welding, Plate Cutting Forming & Machining critical components. This will help in lowering/reducing costs and carrying out larger jobs which will substantially improve profitability and turnover for the company. The Shop Layout and workflow has been planned meticulously to eliminate any waiting time and increase capacity by 40%. The plant is expected to be operational by second quarter of next financial year. The total cost is expected to be within Rs.25 Crs & will be funded internally.

The meeting commenced at 4:30 P.M. and concluded at 5:00 P.M.

The above intimation is given to you for your record, kindly take the note of the same.

Thanking You, Yours faithfully,

For Lloyds Steels Industries Limited

MEENAKSHI Digitally signed by MEENAKSHI ANKIT PANSARI ANKIT PANSARI Date: 2021.10.14 17:15:03 +05'30'

Meenakshi A. Pansari Company Secretary

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DETAILS AS REQUIRED UNDER REGULATION 30 OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 READ WITH THE SEBI CIRCULAR BEARING REFERENCE NO. CIR/ CFD/CMD/4/2015 DATED 9TH SEPTEMBER, 2015 IS AS BELOW:

1) APPOINTMENT OF ADDITIONAL DIRECTOR:

	Name of Director	Mr. Ashok Kumar Sharma (DIN: 09352764)
	Reason for change viz. appointment, ~~resignation, removal,~~ ~~death or otherwise;~~	Appointment
	Date of appointment~~/cessati~~ ~~on (as applicable)~~& term of appointment	14.10.2021
	Terms of Appointment	Appointment as an Additional (Non-Executive Independent) Director who shall hold office upto the ensuing Annual General Meeting of the Company
	Brief profile	Shri. Ashok Kumar Sharma, aged 60 years is a qualified Mechanical Engineer from NIT, Jamshedpur. After completing a orientation course in Nuclear Engineering at Bhabha Atomic Research Centre, Mumbai, Shri. Ashok Kumar Sharma joined the Nuclear Power Board, Mumbai and acquired rich experience in Designing Pressurized Heavy Water Reactors and Development of Motors/ PHWRs and rose to the level of Associated Director of the Procurement Directorate of the Nuclear Power Corporation of India Limited and superannuated in January 2021 after 35 years of meritorious service.
	Disclosure of Relationship between Directors	Mr. Ashok Kumar Sharma is not Related to any of the Directors of the Company.

2) BRIEF AMENDMENTS IN MEMORANDUM OF ASSOCIATION OF THE COMPANY

“V. The Authorized Share Capital of the Company is Rs. 110,00,00,000/- (Rupees One Hundred and Ten Crores only) divided into 110,00,00,000 (One Hundred and Ten Crores) Equity Shares of Re.1/- (Rupee One) each.”

MEENAKSHI Digitally signed by ANKIT MEENAKSHI ANKIT PANSARI Date: 2021.10.14 17:15:28 PANSARI +05'30'

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3) PREFERENTIAL ISSUE:

Sr. **No. **	Particulars		Disclosure	Disclosure	Disclosure
i.	Type of securities proposed to be issued (viz. Equity shares, convertibles etc.)		Convertible Warrants
ii.	Type of issuance (further public offering, rights issue, depository receipts (ADR/ GDR), qualified institutions placement, preferential allotment etc.)		Preferential Allotment
iii.	Total number of securities proposed to be issued or the total amount for which the securities will be issued (approximately):		16,50,00,000 (Sixteen Crores Fifty Lakhs) Convertible Warrants will be issued at a price of Rs. 3.86 (face value of Re. 1/- each at a premium of Rs. 2.86 each) aggregating to Rs. 63,69,00,000/-.
iv.	Number of the Investors		2
v.	Name of Investors		Sr. No.	Name of Proposed Allottees	No. of Convertible Warrants proposed to be allotted
				(Promoter/Promoter Group)
			1	Lloyds Metals & Minerals TradingLLP	8,25,00,000
			2	Plutus Trade and commodities LLP	8,25,00,000
				TOTAL	16,50,00,000
vi.	Issue Price		Rs. 3.86 (Face Value Re. 1/- + Premium Rs. 2.86/-)
vii.	Post Allotment of Securities - outcome of the subscription, issue price / allotted price (in case of convertibles), number of investors		Issue Price is determined in terms of SEBI (ICDR) Regulations, 2018. Convertible Warrants would be allotted only upon payment of 25% of the issue price of Warrants at the time ofallotment of warrants.
viii.	In case of convertibles - intimation on conversion of securities or on lapse of the tenure of the instrument;		Each Warrant is convertible into One (1) equity shares and the conversion can be exercised at any time within a period of 18 months from the date of allotment of warrants, in one or more tranches, as the case may be and on such other terms and _ conditions as applicable. Option for conversion of Warrants into Equity Shares will be available upon payment of full price of warrant before suchexercise ofoption.

MEENAKSHI Digitally signed by MEENAKSHI ANKIT PANSARI ANKIT PANSARI Date: 2021.10.14 17:15:47 +05'30'