BSEBoard Meeting22h ago · 17 Oct 2026, 09:51 am

Outcome of Meeting of Board of Directors held on Saturday, October 17, 2026 to consider and approve: 1. Allotment of 3,938 equity shares of ?10/- each, to the employees in lieu of 3,938 employees' stock options. 2. Increase in the Authorized Share Capital of the Company and consequential alteration to clause V of Memorandum of Association of the Company. 3. Issue of equity shares to 'non-promoter' category on preferential basis. 4. Borrowing ....

Refex Renewables & Infrastructure Ltd · 531260

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The Board of Directors of Refex Renewables & Infrastructure Ltd has approved the allotment of 3,938 equity shares to employees in lieu of stock options, increase in authorized share capital, borrowing of funds, creation of charge on assets, issue of equity shares to non-promoter category, and fixing the issue price of equity shares.

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Earnings Impact2/10
Growth Catalyst3/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk2/10
Liquidity Impact6/10
Market Sentiment5/10

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Refex Renewables & Infrastructure Ltd - 531260 - Board Meeting Outcome for Outcome Of Meeting Of Board Of Directors Held On Saturday, October 17, 2026

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October 17, 2026 The BSE Limited 1 Floor, New Trading Wing, Rotunda Building Phiroze Jeejeebhoy Towers, Dalal Street, Fort Security Code No.: 531260 Mumbai – 400001, Maharashtra RE: Disclosure under Regulation 30 read with Schedule III to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and the SEBI Master Circular bearing reference no. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 (“SEBI Master Circular”). Subject: Outcome of the meeting of the Board of Directors held on Saturday, October 17, 2026. Time of commencement: 09:00 a.m. / Time of conclusion: 09:30 a.m. Dear Sir(s)/ Madam, October 14, 2026 October 17, 2026 This is in continuation to our earlier intimation dated with respect to the meeting of the Board of Directors of the Company, scheduled for . Refex Renewables & Infrastructure Limited Company Saturday, October 17, 2026, inter-alia We would like to inform all our stakeholders that the Board of Directors of (“ ”), at its meeting held today, i.e., on has, , considered and approved the following: i. Allotment of 3,938 equity shares of ₹10/- each, to the employees in lieu of 3,938 employees’ stock options (“ESOPs”) granted to the eligible employees of the Company including its subsidiaries in terms of RRIL – Employees Stock Option Scheme 2022: issued, subscribed and paid-up equity share capital from₹4,49,79,350/- (divided into 44,97,935 equity shares of face value of ₹10/- each) to After allotment of the aforesaid equity shares, the of the ₹4,50,18,730/- (divided into 45,01,873 equity shares of face value of ₹10/- each) Company stands increased The details of the equity shares allotted, pursuant to Regulation 30 of the SEBI Listing Regulations and the SEBI Master Circular and Regulation 10(c) of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 under RRIL – Employees Stock Option Scheme 2022, are given in Annexure-A and Annexure-B, respectively. ii. Disinvestment by way of transfer of 100% equity stake in Refex Sustainable Fuel Limited, a wholly-owned subsidiary and transfer it to Refex Green Power Limited, another wholly-owned subsidiary, thereby making it a step-down wholly-owned subsidiary company: RSFL Disinvestment by way of transfer of 1,00,000 (100%) equity shares of face value of ₹10/- each, held in Refex ₹10 lakh (Rupees Ten Lakh only), Sustainable Fuel Limited (“ ”), a wholly-owned subsidiary to Refex Green Power Limited, another wholly- (book value), owned subsidiary, for a cash consideration amounting to which is at face value of such stake thereby, making, RSFL, a direct wholly-owned subsidiary of RGPL, since, RGPL is the HoldCo. of all solar and wind SPVs. Refex Renewables & Infrastructure Limited A Refex Group Company Registered Office: 2nd Floor, Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Chennai – 600034, Tamil Nadu P: 044 4340 5950 | E: cs@refexrenewables.com | W: www.refexrenewables.com Saturday, October 17, 2026, inter-alia We would further like to inform all our stakeholders that the Board of Directors, at its meeting held today, i.e., on has, , considered, approved and recommended the following: iii. Increase in the Authorized Share Capital of the Company and consequential alteration to Memorandum of Association (MoA) of the Company Increase in the Authorized Share Capital from ₹20 Crore to ₹50 Crore and alteration of Clause 5 relating the Share Capital of the MoA, to the shareholders for their approval by way of an ordinary resolution. iv. Borrowing of funds in excess of the limits as prescribed under Section 180(1)(c) of the Companies Act, 2013: Increase in the overall borrowing limits from ₹300 Crore to ₹450 Crore, to the shareholders for their approval by way of a special resolution. v. Creation of charge on the assets of the Company as prescribed under Section 180(1)(a) of the Companies Act, 2013: Exercise of powers to sell, lease or otherwise dispose of the whole or substantially the whole of the undertaking of the Company, creation of charge / mortgage / hypothecation in favor of the lenders, to the shareholders for their approval by way of a special resolution. vi. Issue of equity shares to ‘non-promoter’ category on preferential basis: Issue of up to 4,50,000 equity shares of face value of ₹10/- each, to ‘non-promoter’ category on a preferential basis, for an aggregate amount of up to ₹16.20 Crore, to the shareholders for their approval by way of a special resolution. The details of the issue of securities, pursuant to Regulation 30 of the SEBI Listing Regulations and the SEBI Master Circular, are given in Annexure-C. vii. Noting of Valuation Report dated October 16, 2026, issued by Mr. Rajeev Kumar Nayak, Registered Valuer (Securities or Financial Assets) IBBI Regn. No.: IBBI/RV/02/2022/14553 for valuation of equity shares: In terms of the provisions of Regulation 164 & 166A of the SEBI ICDR Regulations, the fair value of equity share Floor Price (face value of ₹10/-) has been determined at ₹356.04/- (Rupees Three Hundred Fifty-Six and Paisa Four only) per equity share (“ ”) as per the Valuation Reportdated October 16, 2026. viii. Fixing the Issue Price of equity share @ ₹360.00/- only, which is not less than the Floor Price arrived at, in accordance with Regulation 164 and 166A of Chapter V of the SEBI ICDR Regulations: ₹360/- (Rupees Three Hundred and Sixty only) (“Issue Price”), Issue price per equity share at including a premium of ₹350/- per equity share, has been fixed for the proposed preferential issue and allotment, which is over and above theFloor Price of ₹356.04/- per equity share. ix. Postal Ballot Notice for seeking approval of the shareholders of the Company iii vi for the 04 special business items mentioned at s. no. . to . herein above; Copy of the Postal Ballot Notice dated October 17, 2026, along with explanatory statement and applicable disclosures, is enclosed herewith. Refex Renewables & Infrastructure Limited A Refex Group Company Registered Office: 2nd Floor, Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Chennai – 600034, Tamil Nadu P: 044 4340 5950 | E: cs@refexrenewables.com | W: www.refexrenewables.com Tentative Calendar of Events for Postal Ballot process: S. No. Particulars Date a) Date of Board Resolution authorizing the Director(s) and the Company Saturday, October 17, 2026 Secretary to be responsible for the entire Postal Ballot process b) Cut-off date for determining members to whom Postal Ballot Notice will be sent Friday, October 16, 2026 and determining eligibility for remote e-voting c) Date of completion of dispatch of Postal Ballot Notice by electronic means Saturday, October 17, 2026 d) Date of publishing advertisement in Newspaper Sunday, October 18, 2026 e) Date of commencement of remote voting by electronic mode Sunday, October 18, 2026 09:00 a.m. (IST) f) Date of conclusion of remote voting by electronic mode Monday, November 16, 2026 05:00 p.m. (IST) g) Date on which the requisite resolutions will be deemed to be passed Monday, November 16, 2026 h) Date of submission of the Report by the Scrutinizer On or before Wednesday, November 18, 2026 i) Date of declaration of the result by the Chairman On or before Wednesday, November 18, 2026 j) Last date of signing of Minutes by the Chairman On or before x. Fixing of Friday, October 16, 2026 Cut-Off Date Friday, December 18, 2026 , as the " " to ascertain the names of members to whom the postal xi. ballot notice is being sent and will be entitled tor peamrtoicteip eat-eV oint irnegm iont et hee-V pootisntga;l ballot process National Securities Depository Limited (NSDL), Facility to cast votes by electronic means, i.e., , through on the resolution mentioned in the Postal Ballot Notice dated October 17, 2026. TChoe mremmeontec eem-Veontitn ogf f arecimlitoyt we iell- Vboe tainvagi:l able during following period at htt [Showing first 8,000 characters — download PDF for full document]