Vakrangee Limited — Capital/Financing Update 2024

Feb 6, 2024

Vakrangee Limited “Vakrangee Corporate House”, Plot No.93, Road No.16, M.I.D.C. Marol, Andheri (East), Mumbai - 400093. Maharashtra, W: www.vakrangee.in | L:+91 22 6776 5100 CIN: L65990MH1990PLC056669``

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February 06, 2024

To,

	Department of Corporate Relationship BSE Ltd. Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai - 400001	Corporate Relationship Department National Stock Exchange of India Ltd. Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra(East),Mumbai - 400 051

Dear Sir/Madam,

Sub.: Outcome of the Board Meeting held on February 06, 2024 under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”)

Ref.: Scrip Code – 511431/VAKRANGEE

With reference to above, we hereby inform you that the Board of Directors of Vakrangee Limited (the “Company”) at their meeting held today i.e. Tuesday, February 06, 2024 has approved the following:

1. Preferential Allotment of Convertible Warrants to Non - Promoter Category

To Issue and Allot upto 4,00,00,000 Convertible Warrants (“Warrants”) on a preferential basis in accordance with Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirement) Regulations, 2018 (“SEBI ICDR Regulations”), as amended, and other applicable laws, at such price as may be determined in accordance with Chapter V of the SEBI ICDR Regulations as amended, subject to the approval of regulatory/ statutory authorities and the shareholders of the Company.

2. Preferential Allotment of Convertible Warrants to Promoter Category

To Issue and Allot upto 2,00,00,000 Convertible Warrants (“Warrants”) on a preferential basis in accordance with Chapter V of the SEBI ICDR Regulations, as amended, and other applicable laws, at such price as may be determined in accordance with Chapter V of the SEBI ICDR Regulations as amended, subject to the approval of regulatory/ statutory authorities and the shareholders of the Company.

The requisite details as required in terms of SEBI circular SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, and SEBI/HO/CFD/CFD-PoD 1/P/CIR/2023/123 dated July 13, 2023 are provided at Annexure I.

The Board Meeting commenced at 01.00 P.M and concluded at 01.55 P.M.

Kindly acknowledge its receipt.

Thanking you,

Yours faithfully,

For Vakrangee Limited

Sachin Tukaram Khandekar Digitally signed by Sachin Tukaram Khandekar DN: c=IN, o=Personal, postalCode=400081, l=Mumbai Suburban, st=Maharashtra, street=Flat No.1003, 5 B Wing, Destiny Paradise CHSL , Mumbai, Maharashtra India- 400081-, title=9332, 2.5.4.20=9b8c16b6d2ea4521ca3fc63913c039dabc80651029f00c28ea4ca75e666ec3c2, serialNumber=d0ee1a6f46e34aa2c42edac2de47e7873c65431b6bfe84a88768657f9458d264, email=jns.sachin@gmail.com, cn=Sachin Tukaram Khandekar Date: 2024.02.06 14:01:38 +05'30'

Sachin Khandekar Company Secretary (Mem. No.: A50577)

Vakrangee Limited “Vakrangee Corporate House”, Plot No.93, Road No.16, M.I.D.C. Marol, Andheri (East), Mumbai - 400093. Maharashtra, W: www.vakrangee.in | L:+91 22 6776 5100 CIN: L65990MH1990PLC056669``

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Annexure I

Disclosure of Event and Information pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015 read with SEBI circular SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023 and SEBI/HO/CFD/CFD‐PoD‐1/P/CIR/2023/123 dated July 13, 2023.

A. Issuance of Convertible Warrants – Non‐Promoter Category

Sr. No	Particulars	**Description **	**Description **	**Description **	**Description **	**Description **	**Description **	**Description **	**Description **
1	Type of securities proposed to be issued	Convertible Warrants of the Company (“Warrants”).
2	Type of issuance	Preferential allotment, on a private placement basis in accordance with Chapter V of the SEBI ICDR Regulations and other applicable law.
3	Total number of securities proposed to be issued or the total amount for which the securities will be issued (approximately)	Upto 4,00,00,000 Warrants each convertible into, or exchangeable into equivalent number of fully paid-up equity share of the Company.
4	In case of preferential issue, the listed entity shall disclose the following additional details to the stock exchange(s):
a)	Name of Investors and their corresponding subscription of No. ofWarrants		VANDV Trading Private Limited – 4,00,00,000
b)	Post Allotment of securities - outcome of the subscription, issue price / allotted price (in case of convertibles), number of investors;		Sr No.	Name of proposed Allottee	Pre‐issue Holding		No. of shares to be issued	Shareholding post *exercise of warrants **
					No of Equity Shares	% of Holdings		No of Equity Shares	% of holdings
			1	VandV Trading Private Limited	-	-	40000000	40000000	3.57
c)	Issue Price		Issue price will be determined at a later stage in accordance with applicable law.
d)	Number of investor		1
e)	In case of convertibles — intimation on conversion of securities or on lapse of the tenure of the instrument;		a. Each of the warrants are convertible into equivalent number of Equity Shares, which may be exercised in one or more tranches within a period of eighteen months from the date of allotment. b. An amount equivalent to 25% of the consideration shall be payable at the time of subscription and allotment of warrants, and the remaining 75% of the consideration shall be payable on the exercise of options against each such warrant. c. In the event that the Proposed Allottee does not exercise the option for Equity Shares against any of the warrants within a period of eighteen months from the date of allotment of such Warrants, the unexercised Warrants shall lapse, and the consideration paid by the Proposed Allottee shall be forfeited by the Company.

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Vakrangee Limited “Vakrangee Corporate House”, Plot No.93, Road No.16, M.I.D.C. Marol, Andheri (East), Mumbai - 400093. Maharashtra, W: www.vakrangee.in | L:+91 22 6776 5100 CIN: L65990MH1990PLC056669``

B. Issuance of Convertible Warrants – Promoter Category

Sr. No	Particulars		**Description **	**Description **	**Description **	**Description **	**Description **	**Description **	**Description **
1	Type of securities proposed to beissued		Convertible Warrants of the Company (“Warrants”).
2	Type of issuance		Preferential allotment, on a private placement basis in accordance with Chapter V of the SEBI ICDR Regulations and other applicable law.
3	Total number of securities proposed to be issued or the total amount for which the securities will be issued (approximately)		Upto 2,00,00,000 Warrants each convertible into, or exchangeable into equivalent number of fully paid-up equity share of the Company.
4	In case of preferential issue, exchange(s):		the listed entity shall disclose the following additional details to the stock
a)	Name of Investors and their corresponding subscription of No. ofWarrants		NJD Capital Private Limited – 2,00,00,000
b)	Post Allotment of securities - outcome of the subscription, issue price / allotted price (in case of convertibles), number of investors;		Sr No.	Name of proposed Allottee	Pre‐issue Holding		No. of shares to be issued	Shareholding post *exercise of warrants **
					No of Equity Shares	% of Holdings		No of Equity Shares	% of holdings
			1	NJD Capital Private Limited	131099682	12.37	20000000	151099682	13.50
c)	IssuePrice		Issue price will be determined at a laterstageinaccordance withapplicable law.
d)	Numberof investor		1
e)	In case of convertibles — intimation on conversion of securities or on lapse of the tenure of the instrument;		a. Each of the warrants are convertible into equivalent number of Equity Shares, which may be exercised in one or more tranches within a period of eighteen months from the date of allotment. b. An amount equivalent to 25% of the consideration shall be payable at the time of subscription and allotment of warrants, and the remaining 75% of the consideration shall be payable on the exercise of options against each such warrant. c. In the event that the Proposed Allottee does not exercise the option for Equity Shares against any of the warrants within a period of eighteen months from the date of allotment of such Warrants, the unexercised Warrants shall lapse, and the considerationpaid by theProposedAllottee shall beforfeited by the Company.