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.
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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.