BSEBoard Meeting7 Oct 2026 · 7 Oct 2026, 04:45 pm
In terms of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'), we wish to inform you that the Board of Directors of the Company, at its meeting held on October 7, 2026, has, inter alia, considered and approved the following business as per the file attached
Batliboi Ltd-$ · 522004
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Batliboi Ltd has announced the outcome of its Board Meeting, where it has approved the appointment of a registered valuer, a preferential issue of equity shares, variation of terms of preference shares, and the appointment of a new independent director. The company has also allotted shares under its ESOP scheme.
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Batliboi Ltd-$ - 522004 - Board Meeting Outcome for OUTCOME OF THE BOARD OF DIRECTORS MEETING UNDER REGULATION 30 OF THE SEBI (LODR) REGULATIONS, 2015
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BSE Limited
Corporate Relations Department
P. J. Towers, Dalal Street, Fort
Mumbai – 400 001
Date: October 7, 2026
Scrip Code: 522004
Dear Sir / Ma’am,
SUBJECT: OUTCOME OF THE BOARD OF DIRECTORS MEETING UNDER
REGULATION 30 OF THE SEBI (LODR) REGULATIONS, 2015
In terms of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“Listing Regulations”), we wish to inform you that the Board of Directors of
the Company, at its meeting held on October 7, 2026, has, inter alia, considered and approved
the following business:
1. Approved the appointment of CA Harsh Chandrakant Ruparelia, Registered Valuer (IBBI
Registration No. IBBI/RV/05/2019/11106), for the purpose of the valuation report to be
issued by the registered valuer in connection with the aforesaid preferential issue of equity
shares.
2. Approved the preferential issue of up to 13,21,585 equity shares of the Company of face
value of Rs. 5/- each, towards conversion of the unsecured loan to the extent of Rs.
15,00,00,000/- (Rupees Fifteen Crore only) (principal amount) extended by Mr. Nirmal
Bhogilal, Promoter and Chairman of the Company, at an issue price of Rs. 113.50/- per
equity share (being higher than the independently determined fair value of Rs. 90.31 per
equity share, as indicated in the valuation report of the registered valuer), being not lower
than the floor price determined as per Regulation 164 of the SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2018 (“ICDR Regulations”), in accordance with
Sections 42 and 62(1)(c) of the Companies Act, 2013 and the rules made thereunder,
subject to the approval of the members in the General Meeting and such other statutory and
regulatory approvals as may be necessary and applicable
Further, the details as required under Regulation 30 of the Listing Regulations read with
SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2024/0155 dated November 11,
2024 (read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated
July 13, 2023), with respect to the preferential allotment, are enclosed as Annexure A.
3(a). Approved, pursuant to Section 48 read with Section 55 of the Companies Act, 2013, the
variation of the terms of 6,92,480 1% Redeemable Non-Cumulative Preference Shares of
Rs. 100/- each held by Mr. Nirmal Bhogilal, Promoter and Chairman of the Company
(currently carrying a preferential dividend of 1% per annum), so as to render the said
preference shares compulsorily convertible into equity shares of the Company on demand,
subject to the consent of the preference shareholders of the affected class (by way of
special resolution / three-fourths consent of the class), the approval of the equity
shareholders by way of special resolution, and such other statutory and regulatory
approvals as may be necessary and applicable.
3(b). Approved the preferential issue of up to 6,10,114 equity shares of the Company of face
value of Rs. 5/- each, for consideration other than cash, to Mr. Nirmal Bhogilal, Promoter
and Chairman of the Company, upon conversion of the aforesaid 6,92,480 preference
shares having face value of Rs 100/- per share (upon variation of their terms), at an issue
price of Rs. 113.50/- per equity share (b eing higher than the independently determined fair
value of Rs. 90.31 per equity share, as indicated in the valuation report of the registered
valuer), being not lower than the floor price determined as per Regulation 164 of the SEBI
(Issue of Capital and Disclosure Requirements) Regulations, 2018 (“ICDR Regulations”),
subject to the approval of the members in the General Meeting and such other statutory and
regulatory approvals as may be necessary and applicable. The said preference shares shall,
upon variation of their terms, be compulsorily convertible into equity shares of the
Company on demand, and shall be converted into equity shares upon such demand being
made and exercised.
Further, the details as required under Regulation 30 of the Listing Regulations read with
SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2024/0155 dated November 11,
2024 (read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated
July 13, 2023), with respect to the preferential allotment, are enclosed as Annexure B.
Katalyst Advisors acted as transaction and implementation Advisors
4. Subject to approval of the shareholders of the Company and based on the recommendation
of the Nomination and Remuneration Committee, the appointment of Mr. Shankaran
Rajaram Vignesh (DIN: 02803903) as an Additional Director designated as a Non-
Executive Independent Director on the Board of Directors of the Company for a term of
five (5) years with effect from 7th October, 2026, not liable to retire by rotation (profile of
Mr. Shankaran Rajaram Vignesh is annexed in Annexure C)
In accordance with the circular dated 20th June, 2018 issued by the Stock Exchanges, we
confirm that Mr. Shankaran Rajaram Vignesh is not debarred from holding the office of
director by virtue of any order passed by SEBI or any other such authority. Further, he is
not related to any Director of the Company and satisfies the criteria of independence as
prescribed under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015
5. Allotment of 13,333 shares of face value of Rs. 5/- each at an exercise price of Rs. 45/-
each and allotment of 16,666 shares of face value of Rs. 5/- each at an exercise price of
Rs. 55/- each pursuant to the exercise of options by eligible employees under
“EMPLOYEE STOCK OPTION PLAN” Scheme of the Company. The equity shares so
allotted under the ESOP scheme shall rank pari passu with the existing equity shares.
Post allotment of ESOP, the issued and paid-up equity share capital of the Company stands
increased from Rs. 23,61,34,200 comprising of 4,72,26,840 shares of Rs. 5/- each fully paid
up to Rs. 23,62,84,195 comprising of 4,72,56,839 equity shares of Rs. 5/- each fully paid up.
The Meeting commenced at 3:00 P.M. (IST) and concluded at 4:35 P.M. (IST).
This is for your information and record.
Thanking you,
Yours faithfully,
For Batliboi Limited
Pooja Sawant
Company Secretary
Encl: As above
Annexure A
ISSUANCE OF SECURITIES – PREFERENTIAL ALLOTMENT (CONVERSION OF PROMOTER LOAN)
Sr. Particulars Disclosure
a) Type of securities proposed to Equity shares of face value of Rs. 5/- each, to be
be issued (viz. equity shares, issued and allotted for consideration other than cash
convertibles, etc.) upon conversion of the promoter loan referred to at
(c) below.
b) Type of issuance (further public Preferential allotment (for consideration other than
offering, rights issue, depository cash), in accordance with Sections 42 and 62(1)(c)
receipts (ADR/GDR), qualified of the Companies Act, 2013 and the rules made
institutions placement, thereunder, read with Chapter V of the SEBI
preferential allotment, etc.) (ICDR) Regulations, 2018.
c) Total number of securities Up to 13,21,585 equity shares of face value Rs. 5/- each,
proposed to be issued or the to be allotted to Mr. Nirmal Bhogilal, Promoter and
total amount for which the Chairman, pursuant to conversion of the outstanding
unsecured loan of Rs. 15,00,00,000/- (principal), at a
securities will be issued
price of Rs. 113.50 per equity share (being higher than
(approximately)
the independently determined fair value of Rs. 90.31 per
equity share, as indicated in the valuation report of the
registered valuer) (determined in accordance with
Chapter V of the SEBI (ICDR) Regulations, 2018),
aggregating to approximately Rs. 15,00,00,000/-.
d) In case of preferential issue, the Please refer to (i) to (iii) below.
listed entity shall disclose the
following additional details to
the stock exchange(s):
(i) Names of the investors Mr. Nirmal Bhogilal (Promoter and Chairman of
the Company).
(ii) Post allotment of securities Subject to the approval of the shareholders of the
– outcome of the subscription, Company and other applicable
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