BSECompany Update1d ago · 1 Oct 2026, 06:35 pm

Outcome of Shareholders'' Approval - Variation in the Objects of the Initial Public Offer

Capitalnumbers Infotech Ltd · 544343

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Capitalnumbers Infotech Ltd has informed about the outcome of shareholders' approval for variation in the objects of the initial public offer. The shareholders have approved the variation in the objects relating to investment in subsidiary and issue-related expenses.

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Earnings Impact2/10
Growth Catalyst6/10
Governance Concern1/10
Regulatory Risk3/10
Balance Sheet Risk2/10
Liquidity Impact8/10
Market Sentiment5/10

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Capitalnumbers Infotech Ltd - 544343 - Announcement Under Regulation 30 Of SEBI (LODR) Regulations, 2015 - Variation In The Objects Of The Initial Public Offer

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Date: October 1, 2026 The Listing Compliance Department The Bombay Stock Exchange Limited, PJ Towers, Dalal Street Mumbai- 400 001 Scrip Code: 544343 Subject: Outcome of Shareholders’ Approval – Variation in the Objects of the Initial Public Offer Dear Sir/Madam, Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we hereby inform you that the Members of CapitalNumbers Infotech Limited (“the Company”), at the Annual General Meeting held/concluded on September 29, 2026, have approved the Special Resolution(s) relating to Variation in the Objects of the Initial Public Offer (“IPO”), as set out in the Notice dated August 31, 2026, with the requisite majority. The Members have approved the following variations in the Objects of the IPO as disclosed in the Prospectus dated January 23, 2025 (“Prospectus”): 1. Variation in the Object relating to Investment in Subsidiary The Members have approved the variation in the Object relating to “Investment in Subsidiary”, under which an amount of ₹500.00 Lakhs was originally earmarked towards investment in the Company's wholly-owned subsidiary, Capital Numbers LLC, for augmenting its working capital and strengthening its credit base. Pursuant to the approval, the scope of the said Object has been broadened to additionally include the Company's proposed wholly-owned subsidiary, Epitome Cloud Inc. (“Epitomecloud”), and the direct and indirect subsidiaries of Epitomecloud, as eligible entities for utilisation of the said IPO proceeds. Accordingly, the amount of ₹500.00 Lakhs earmarked under the said Object may be utilised, in whole or in part, towards investment in Capital Numbers LLC, Epitomecloud and/or its direct or indirect subsidiaries, for their business and operational requirements, including augmentation of working capital, strengthening of their financial position and supporting their business growth and expansion. The aforesaid variation is within the overall amount of ₹500.00 Lakhs originally earmarked under the said Object and does not result in any increase in the amount of IPO proceeds allocated towards the said Object. 2. Variation in the Object relating to Issue Related Expenses The Members have further approved the variation in the Object relating to “Issue Related Expenses”, for which an amount of ₹2,117.15 Lakhs was originally earmarked from the Net Proceeds of the IPO. An amount of ₹1,146.46 Lakhs remaining unutilised under the said Object has been approved for reallocation towards funding the acquisition of 100% ownership interest in Epitomecloud, pursuant to the Stock Purchase Agreement (“SPA”) entered into by the Company, including the consequential indirect acquisition of its Indian subsidiary, Epitomecloud Technology Private Limited, for an aggregate consideration of approximately ₹40 Crore. The aforesaid variation is limited to the reallocation of the unutilised amount of ₹1,146.46 Lakhs and does not result in any increase in the total Net Proceeds raised pursuant to the IPO. The proposed Investment in Subsidiary and proposed acquisition is scheduled to be completed by September 2028, subject to completion of the applicable conditions precedent under the SPA and other applicable regulatory requirements. 3. Other Objects of the IPO All other Objects of the IPO and the manner of utilization of the IPO proceeds, as disclosed in the Prospectus dated January 23, 2025, shall remain unchanged. The aforesaid variations are limited to: • broadening the scope of eligible entities under the Investment in Subsidiary Object, without any increase in the amount originally earmarked; and • reallocation of ₹1,146.46 Lakhs of unutilized IPO proceeds from the Issue Related Expenses Object towards funding the acquisition of Epitomecloud. The voting results and Scrutinizer’s Report in respect of the aforesaid Special Resolution(s) are already submitted by the company and also uploaded on the website of the company. This is for your information and records. Thanking you, For CapitalNumbers Infotech Limited SIKHA BANKA Company Secretary & Compliance Officer