BSEBoard Meeting2d ago · 3 Sept 2026, 11:52 am

Outcome of Board Meeting held on 03rd September, 2026

SMT Engineering Ltd · 538563

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SMT Engineering Ltd's Board of Directors approved an increase in authorized share capital from Rs. 18,10,00,000 to Rs. 19,10,00,000, and the issuance of up to 1,42,858 convertible warrants at Rs. 280/- each, aggregating to Rs. 4,00,00,240. The Board also approved material related party transactions between subsidiaries and promoters, and ratified the Board's Report for the Financial Year 2025-26.

Analysis Scores

Earnings Impact5/10
Growth Catalyst6/10
Governance Concern8/10
Regulatory Risk7/10
Balance Sheet Risk4/10
Liquidity Impact9/10
Market Sentiment5/10

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SMT Engineering Ltd - 538563 - Board Meeting Outcome for Outcome Of Board Meeting

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Date:03.09.2026 TheChiefGeneralManager ListingOperation BSELimited 20thFloorP.J.Towers DalalStreet Mumbai–400001. Unit:SMTEngineeringLimited(Scripcode:538563) Subject:Regulation30(readwith PartAofScheduleIII)andRegulation33,52andotherapplicableRegulationsof theSEBI(ListingObligationsandDisclosureRequirements)Regulations,2015("ListingRegulations") DearSir/Madam, This is to inform you that the Board of Directors of the Company at their meeting held today i.e. on Thursday, September 03rd, 2026, which commenced at 11:00 a.m. and concluded at 11:30 a.m., have considered the following businesses(s): 1. ApprovedtheincreaseintheAuthorisedShareCapitaloftheCompanyfromRs.18,10,00,000(RupeesEighteen Crore Ten Lakhs only) divided into 1,81,00,000 equity shares of Rs. 10/- (Rupees Ten only) each to Rs. 19,10,00,000 (Rupees Nineteen Crore Ten Lakhs only) divided into 1,91,00,000 equity shares of Rs. 10/- (RupeesTenonly)each,subjecttotheapprovaloftheshareholders. 2. Approved,subjecttotheapprovalofshareholdersandtheStockExchange,theissuanceofupto1,42,858(One Lakh Forty-Two Thousand Eight Hundred Fifty-Eight only) share warrants, each convertible into, or exchangeable, within the period of 18 (eighteen months) for one fully paid- up equity share of the Company havingfaceValueofRs.10/-(RupeesTenonly)(“Warrants”)atapriceofRs.280/-(RupeesTwoHundredand EightyOnly)(includingRs.270/-aspremium)eachpayableincash(“WarrantIssuePrice”)aggregatingupto Rs. 4,00,00,240/- (Rupees Four Crores Two Hundred Forty Only) to persons as listed in Annexure-A (“ProposedAllotteesofWarrants”)whoarethepromotersoftheCompany,onpreferentialbasis(“Preferential Issue”),inaccordancewithChapterVoftheSEBI(IssueofCapitalandDisclosureRequirements)Regulations, 2018, SEBI LODRRegulationsandtheprovisionsoftheCompaniesAct,2013andtherulesmade thereunder. (DetailedareenclosedasAnnexure-A) 3. To approve material related party transactions between Material Subsidiary, M/s Sai Machine Tools Private LimitedandM/sPrakharIndustries,subjecttotheapprovaloftheshareholders. 4. To approve material related party transactions between Subsidiary, M/s Chemerix Life Sciences Private LimitedandM/sPrakharIndustries,subjecttotheapprovaloftheshareholders. 5. To consider and ratify the material related party transactions between Material Subsidiary, M/s Sai Machine ToolsPrivateLimitedwithM/sSMTPlast,subjecttotheapprovaloftheshareholders. 6. To consider and ratify the material related party transactions between Material Subsidiary, M/s Sai Machine ToolsPrivateLimitedwithM/sPrakharIndustries,subjecttotheapprovaloftheshareholders. 7. To consider and ratify the material related party transactions between Material Subsidiary, M/s Sai Machine ToolsPrivateLimitedwithM/sSoftcareSolutions,subjecttotheapprovaloftheshareholders. 8. To consider and ratify the material related party transactions between Material Subsidiary, M/s Sai Machine ToolsPrivateLimitedwithMr.AjayJaiswal,subjecttotheapprovaloftheshareholders. 9. Approved the Board’s Report along with all its annexures including Management Discussion and Analysis Report,SecretarialAuditReportandCorporateGovernanceReportfortheFinancialYear2025-26. 10. Approved the Notice of the Annual General Meeting of the Company to be held on Wednesday, 30th September2026at12:30P.M.throughVideoConferencing. 11. TheBoardfixedthecut-offdateasWednesday,23rdSeptember,2026forprovidingthee-votingservices,forthe AnnualGeneralMeeting. 12. The Board fixed the E-voting period for the Annual General Meeting to commence from Sunday, 27th September2026at9:00A.M.andendonTuesday,29thSeptember2026at5:00P.M. 13. Approved the appointment of Mr. Soumya Bumb, Practicing Chartered Accountant (MRN: 463915), as scrutinizerforthee-votingattheAnnualGeneralMeetingoftheCompany. Youarerequestedtotaketheaboveinformationonrecord. ForSMTEngineeringLimited (FormerlyknownasAdarshMercantileLimited) VishalJaiswal WholetimeDirector DIN:01741062 ANNEXURE-I Particulars Details Issue of 1,42,858 convertible warrants on preferential basis 1. Typeofsecuritiesproposedtobeissued tobeconvertedintoequalnumberofequityshareswithina periodof18monthsfromthedateofallotment. 2. Typeofissuance PreferentialAllotment Issueof1,42,858convertiblewarrantsatapriceofRs.280/- each, aggregating to Rs. 4,00,00,240/- of which an amount equivalent to 25% (25 percent) of the Per Share Warrant Total number of securities proposed to be Price shall be payable to the Company at the time of 3. issued or the total amount for which the application for allotment of the Warrants and the balance securitieswillbeissued(approximately) 75% (Seventy Five percent) of the Per Share Warrant Price shall be payable to the Company at the time of issue and allotment of the Equity Shares upon exercise of option of conversionattachedtotherelevantWarrants. 4. Additionaldetailsincaseofpreferentialissue: Names of the Investors/ Proposed Allottees Warrants ii Numberofinvestors Refertablebelow Post allotment of securities - outcome of the subscription Each of the warrant is exercisable into 1 Equity share In case of convertibles - intimation on having face value of Rs. 10/- each. The tenure of the iv conversionofsecuritiesoronlapseofthetenure warrant is 18 months from the date of their allotment. The oftheinstrument. warrantsshallbeconvertibleinoneormoretranches. Any cancellation or termination of proposal for v NotApplicable issuanceofsecuritiesincludingreasonsthereof vi Consideration Cash Warrants, convertible into, or exchangeable for, one fully paid-up equity share of the Company of face value 10/- vii IssuePrice (Rupees Ten only) each to be issued to the Proposed Allottees at a price of 280/- (Rupees Two Hundred Eighty Only)each. The Equity Shares/ Warrants/ Resulting Equity Shares viii Lock-in shall be subject to ‘lock-in’ as prescribed under the applicableprovisionsoftheSEBIICDRRegulations. Sr.No. Name of the Category Pre-IssueHolding No. of Warrants Shareholding post proposed tobeissued allotmentofEquity* allottee No. of % of No. of Equity % of Equity Holding Shares Holding Shares 1. AjayJaiswal Promoter 36,01,492 19.93 35,715 36,37,207 19.97 2. VishalJaiswal Promoter 34,92,964 19.33 35,715 35,28,679 19.37 3. ShikhaJaiswal Promoter 5,56,276 3.08 35,714 5,91,990 3.25 4. NiharikaJaiswal Promoter 6,70,338 3.71 35,714 7,06,052 3.88 *ThePost-IssueShareholdingPercentagehasbeencalculatedbasedonthetotaldilutedpost-issuepaid-upsharecapital, assumingfullsubscriptionofthesecurities.