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Vakrangee Limited — Capital/Financing Update 2025
Jul 31, 2025
59251_rns_2025-07-31_e2787fbc-5f47-4a24-be1a-f4d8ac75b978.pdf
Capital/Financing Update
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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
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VKL/C&L/2025/053
July 31, 2025
To,
| Department of Corporate Relationship BSE Ltd. Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai - 400001 Scrip Code – 511431 |
Corporate Relationship Department National Stock Exchange of India Ltd. Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051 Symbol: VAKRANGEE |
|---|---|
Sub.: Monitoring Agency Report for the Quarter and Three Months ended June 30, 2025
Dear Sir/Madam,
Pursuant to the Regulation 32(6) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Regulation 162A of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, enclosed herewith is the Monitoring Agency Report for the Quarter and Three Months ended June 30, 2025 issued by CARE Ratings Limited, Monitoring Agency for the utilisation of the proceeds raised through preferential issue.
The aforesaid information is also being made available on the website of the Company at www.vakrangee.in
We request you to kindly take the same on record.
Thanking you,
Yours faithfully,
For Vakrangee Limited
Digitally signed by AMIT VIJAY GADGIL DN: c=IN, o=PERSONAL, title=5553, pseudonym=d1c4d731645648e2bd7846756323dd3 AMIT VIJAY 7, 2.5.4.20=98c6d69eeddb1d172fbc1b83410d80bac86 a916ecbcb6aeb18a9b975664efe71, postalCode=400057, st=Maharashtra, serialNumber=9c93d8231afd6a9a378c785fcbe636d GADGIL 6062f3c897e2faec047176b6fc6f3bae7, cn=AMIT VIJAY GADGIL Date: 2025.07.31 10:29:33 +05'30'
Amit Gadgil Company Secretary & Compliance Officer (ACS: 49442)
Encl: As above
Monitoring Agency Report
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No. CARE/HO/GEN/2025-26/1091
The Board of Directors
Vakrangee Limited
Plot No.93, Road No.16, Vakrangee House, Marol Co.op Industrial Estate, Kandivali, Off. M.V. Road, Marol, Andheri (East) Mumbai- 400093
July 30, 2025
Dear Sir/Ma’am,
Monitoring Agency Report for the quarter ended June 30, 2025 - in relation to the Preferential Issue of Vakrangee Limited (“the Company”)
We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs. 162.00 crore of the Company and refer to our duties cast under 162A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.
In this connection, we are enclosing the Monitoring Agency Report for the quarter ended June 30, 2025 as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated February 07, 2024.
Request you to kindly take the same on records.
Thanking you, Yours faithfully,
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Ashish A Kambli
Associate Director
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Report of the Monitoring Agency
Name of the issuer: Vakrangee Limited For quarter ended: June 30, 2025 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: NIL (b) Range of Deviation: NIL
Declaration:
We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.
The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.
We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.
Signature:
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Name and designation of the Authorized Signatory: Ashish Kambli Designation of Authorized person/Signing Authority: Associate Director
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1) Issuer Details:
Name of the issuer : Vakrangee Limited Name of the promoter : Vakrangee Holdings Private Limited NJD Capital Private Limited Ms. Jyoti Dinesh Nandwana
Industry/sector to which it belongs : IT Enabled Services
2) Issue Details
Issue Period for share warrants : 18 months from date of allotment Type of issue (public/rights) : Share warrants issued to Promoter Group and Non- Promoter Category Type of specified securities : Warrants convertible into equity shares IPO Grading, if any : Not applicable Issue size (in Rs. crore) : Rs. 162 crore (Note 1)
Note 1:
The company had offered 6,00,00,000 fully convertible warrants each convertible into 1 (One) Equity Share of face value of Rs. 1/- (Rupees One Only) each to the ‘Promoter Group and Non-Promoter group, on preferential basis, in one or more tranches, at an issue price of Rs 27/- (Rupees Twenty-Seven Only) each, for an aggregate amount of up to Rs. 162.00 crore.
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3) Details of the arrangement made to ensure the monitoring of issue proceeds:
| Particulars | Reply | Source of information / certifications considered by Monitoring Agency for preparation of report |
Comments of the Monitoring Agency |
Comments of the Board of Directors |
|---|---|---|---|---|
| Whether all utilization is as per the disclosures in the Offer Document? |
Yes | Notice of Postal Ballot, Chartered Accountant certificate*, MA Account statement |
There has been no utilization towards the stated object during the quarter under reporting. |
No comment received |
| Whether shareholder approval has been obtained in case of material deviations# from expenditures disclosed in the Offer Document? |
Not applicable | Not applicable | Not applicable | No comment received |
| Whether the means of finance for the disclosed objects of the issue have changed? |
No | Not applicable | Not applicable | No comment received |
| Is there any major deviation observed over the earlier monitoring agency reports? |
No | Not applicable | Not applicable | No comment received |
| Whether all Government/statutory approvals related to the object(s) have been obtained? |
No | Not applicable | --- | No comment received |
| Whether all arrangements pertaining to technical assistance/collaboration are in operation? |
Not applicable | Not applicable | Not applicable | No comment received |
| Are there any favorable/unfavorable events affecting the viability of these object(s)? |
Yes | Exchange website | 45.10% of the subscribed warrant amount is yet to be received as on June 30, 2025. Considering the share price being below the exercise price, the delay in the remaining subscription could impact on the viability of the project. |
No comment received |
| Is there any other relevant information that may materially affect the decision making of the investors? |
Yes | Exchange website | Share price volatility: The share price has been volatile, declining 62% since the preferential issue announcement and 73% from its peak. The share price stood at Rs.10.18 on June 30, 2025, which is lower than warrant exercise price of Rs.27. This may impact on the upcoming subscription / conversion of warrants. |
No comment received |
* CA certificate from M/s. S K Patodia & Associates LLP dated July 16, 2025.
Where material deviation may be defined to mean:
a) Deviation in the objects or purposes for which the funds have been raised.
b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.
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4) Details of objects to be monitored:
(i) Cost of objects –
| Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
Original cost (as per the Offer Document) in Rs. Crore |
Revised Cost in Rs. Crore |
Comments of the Monitoring Agency |
Comments of the Board of Directors | Comments of the Board of Directors | Comments of the Board of Directors |
|---|---|---|---|---|---|---|---|---|
| Reason for cost revision |
Proposed financing option |
Particulars of - firm arrangements made |
||||||
| 1 | Expansion of Business | As per Notice of Postal Ballot and Chartered Accountant Certificate |
10.00 | No | NA | No comment received |
No comment received |
No comment received |
| 2 | Repayment of Secured / Unsecured Loans / Creditors |
As per Notice of Postal Ballot and Chartered Accountant Certificate |
72.00 | No | NA | No comment received |
No comment received |
No comment received |
| 3 | Strategic Investment | As per Notice of Postal Ballot and Chartered Accountant Certificate |
35.00 | No | NA | No comment received |
No comment received |
No comment received |
| 4 | Investment in Subsidiaries | As per Notice of Postal Ballot and Chartered Accountant Certificate |
5.00 | No | NA | No comment received |
No comment received |
No comment received |
| 5 | Working Capital for existing business |
As per Notice of Postal Ballot and Chartered Accountant Certificate |
25.00 | No | NA | No comment received |
No comment received |
No comment received |
| 6 | General Corporate Purposes | As per Notice of Postal Ballot, Chartered Accountant Certificate and Revised Board Resolution# |
15.00 | No | NA | No comment received |
No comment received |
No comment received |
| Total | 162.00 |
Here” Postal Ballot notice” is the offer document, containing details related to preferential issue. CA certificate from M/s. S K Patodia & Associates LLP dated July 16, 2025.
As per the revised board resolution dated August 12, 2024, the payment of dividend has been allocated towards General Corporate Purposes from the money raised out of the preferential issue of the company.
(ii) Progress in the objects –
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| Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
utilised in Rs. Crore | utilised in Rs. Crore | Comments of the Monitoring Agency |
Comments of the Board of Directors |
Comments of the Board of Directors |
|||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | ||||||||||||
| Amount as proposed in the Offer Document in Rs. Crore |
Amount raised till June 30, 2025 |
|||||||||||
| As at beginnin g of the quarter in Rs. Crore |
During | Total | Reasons for idle funds |
Proposed course of action |
||||||||
the |
At the end | unutilised | Amount |
|||||||||
| quarte | of the | amount in | to be |
|||||||||
| r in | quarter in | Rs. crore | received | |||||||||
| Rs. Crore |
Rs. Crore |
|||||||||||
| 1 | Expansion of Business |
As per Notice of Postal Ballot, CA Certificate* and Equipment Purchase Order Invoice |
10.00 | 88.94 | 1.00 | - | 1.00 | 0.10 | 73.06 | Nil utilisation during the quarter under reporting |
No comment received |
No comment received |
| 2 | Repayment of Secured / Unsecured Loans / Creditors |
CA Certificate*, Banker email and Bank statement (MA Account bank statements and CC A/c bank statement) |
72.00 | 50.64 | - | 50.64 | Nil utilisation during the quarter under reporting |
No comment received |
No comment received |
|||
| 3 | Strategic Investment |
As per Notice of Postal Ballot, Share Purchase Agreements, CA Certificate* and share purchase agreement |
35.00 | 32.19 | - | 32.19 | Nil utilisation during the quarter under reporting |
No comment received |
No comment received |
|||
| 4 | Investment in Subsidiaries |
As per Notice of Postal Ballot, CA Certificate* |
5.00 | - | - | - | Nil utilisation during the quarter under reporting |
No comment received |
No comment received |
|||
| 5 | Working Capital for existing business |
As per Notice of Postal Ballot, CA Certificate* |
25.00 | - | - | - | Nil utilisation during the quarter under reporting |
No comment received |
No comment received |
|||
| 6 | General Corporate Purposes |
As per Notice of Postal Ballot, CA Certificate* bank statement of dividend account which is with Axis Bank and |
15.00 | 5.01 | - | 5.01 | Nil utilisation during the quarter under reporting |
No comment received |
No comment received |
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| Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
utilised in Rs. Crore | utilised in Rs. Crore | Comments of the Monitoring Agency |
Comments of the Board of Directors |
Comments of the Board of Directors |
|||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | ||||||||||||
| Amount as proposed in the Offer Document in Rs. Crore |
Amount raised till June 30, 2025 |
|||||||||||
| As at beginnin g of the quarter in Rs. Crore |
During | Total | Reasons for idle funds |
Proposed course of action |
||||||||
the |
At the end | unutilised | Amount |
|||||||||
| quarte | of the | amount in | to be |
|||||||||
| r in | quarter in | Rs. crore | received | |||||||||
| Rs. Crore |
Rs. Crore |
|||||||||||
| Revised Board Resolution |
||||||||||||
| Total | 162.00 | 88.94 | 88.84 | 0.00 | 88.84 | ^0.10 | 73.06 |
-
CA certificate from M/s. S K Patodia & Associates LLP dated July 16, 2025.
-
^ Unutilized amount of Rs. 10,16,004.57/- remained in the MA Account.
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(iii) Deployment of unutilized proceeds:
| Sr. No. | Type of instrument and name of the entity invested in |
Amount invested Rs. crore |
Maturity date | Earning | Return on Investment (%) |
Market Value as at the end of quarter |
|---|---|---|---|---|---|---|
| 1. | Balance remained in Union Bank of India’s MA A/C |
0.10 | - | - | - | |
| Total | 0.10* |
- *Verified from Bank Statements (MA account) and CA certificate from M/s. S K Patodia & Associates LLP dated July 16, 2025. Unutilized amount of Rs. 10,16,004.57/- remained in the MA Account
– (iv) Delay in implementation of the object(s)
| Completion Date | Completion Date | Delay (no. of | Comments of the Board of Directors |
Comments of the Board of Directors |
|
|---|---|---|---|---|---|
| Objects | As per the offer | days/ | Proposed course of | ||
| Al | Reason of delay | ||||
| document | ctua | months) | action | ||
| 1. Expansion of Business | Within 12 months from the date of receipt of funds for the Warrants^ |
Ongoing | Not applicable | No comments received | No comments received |
| 2. Repayment of Secured / Unsecured Loans / Creditors |
No comments received | No comments received | |||
| 3. Strategic Investment | No comments received | No comments received | |||
| 4. Investment in Subsidiaries | No comments received | No comments received | |||
| 5. WorkingCapital for existingbusiness | No comments received | No comments received | |||
| 6. General Corporate Purposes | No comments received | No comments received |
- ^Out of total amount raised of Rs. 88.94 crore till Q1FY26 (Rs. 41.75 crore raised at the time of subscription during Q4FY24, Rs. 34.02 crore in 1[st] call during Q1FY25, Rs.13.17 crore in 2[nd] call during Q2FY25 and Nil during Q3FY25, Q4FY25 and Q1FY26).
The company has received total amount of Rs.88.94 crore till June 30, 2025 in multiple transactions. The details of receipt of funds and its utilization are as follows:
| Sr No. | Funds raised for the Warrants (Rs. in crore) |
Date of receipt of funds for the Warrants |
Completion Date for the tranche as per timeline mentioned in the offer document |
Actual completion date |
|---|---|---|---|---|
| 1 | 10.00 | March 04, 2024 | March 03, 2025 | March 30, 2024 |
| 2 | 3.50 | March 05, 2024 | March 04, 2025 | March 30, 2024 |
| 3 | 7.38 | March 30, 2024 | March 29, 2025 | March 30, 2024 |
| 4 | 15.00 | March 30, 2024 | March 29, 2025 | March 30, 2024 |
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| Sr No. | Funds raised for the Warrants (Rs. in crore) |
Date of receipt of funds for the Warrants |
Completion Date for the tranche as per timeline mentioned in the offer document |
Actual completion date |
|---|---|---|---|---|
| 5 | 2.00 | March 30, 2024 | March 29, 2025 | March 30, 2024 |
| 6 | 3.87 | March 30, 2024 | March 29, 2025 | March 30, 2024 |
| 7 | 1.00 | April 16, 2024 | April 15, 2025 | April 23, 2024 |
| 8 | 19.04 | May 28, 2024 | May 27, 2025 | June 04, 2024, June 18, 2024 |
| 9 | 2.89 | June 03, 2024 | June 02, 2025 | June 04, 2024, June 06, 2024 |
| 10 | 4.69 | June 07, 2024 | June 06, 2025 | June 18, 2024, July 01, 2024 |
| 11 | 5.90 | June 19, 2024 | June 18, 2025 | June 20, 2024 |
| 12 | 0.50 | June 28, 2024 | June 27, 2025 | July 01, 2024 |
| 13 | 2.50 | July 22, 2024 | July 21, 2025 | July 23, 2024 |
| 14 | 5.68 | Sept 19, 2024 | Sept 18, 2025 | Sept 30, 2024, and Oct 03, 2024 |
| 15 | 4.98 | Sept 30, 2024 | Sept 29, 2025 | Oct 03, 2024 and On going |
5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document: Nil for the quarter ended June 30, 2025
| Source of information / | |||||
|---|---|---|---|---|---|
| Amount | certifications considered by | Comments of Monitoring | Comments of the Board of | ||
| Sr. No | Item Head^ |
||||
| in Rs. Crore | Monitoring Agency for preparation | Agency |
Directors | ||
| of report | |||||
| Nil utilization during Q1FY26 | No comments received |
^ Section from the offer document related to GCP:
“General Corporate Purpose - Up to 20% (twenty percent) of the Issue Proceeds will be utilised for general corporate purposes, which includes, inter alia, meeting ongoing general corporate exigencies and contingencies, expenses of the Company as applicable in such a manner and proportion as may be decided by the Board from time to time, and/or any other general purposes as may be permissible under applicable laws”
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Disclaimers to MA report:
a) This Report is prepared by CARE Ratings Limited (hereinafter referred to as “Monitoring Agency/MA” ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.
b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditors (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.
c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.
d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.
e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.
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