BSEBoard Meeting7h ago · 26 Oct 2026, 04:07 pm
Please find the attached Outcome of Board Meeting
Innovators Facade Systems Ltd · 541353
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Innovators Facade Systems Ltd has approved the acquisition of 51.03% of Innovators Contracting Works Private Limited, a company in the construction and infrastructure industry, through a share purchase agreement. The acquisition is subject to shareholder and regulatory approvals. The company also approved a preferential issue of equity shares to a shareholder of ICWPL and the convening of an extraordinary general meeting.
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Earnings Impact5/10
Growth Catalyst8/10
Governance Concern2/10
Regulatory Risk4/10
Balance Sheet Risk3/10
Liquidity Impact6/10
Market Sentiment5/10
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Innovators Facade Systems Ltd - 541353 - Board Meeting Outcome for Meeting Held On 26Th October, 2026
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BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai – 400001
Scrip Code – 541353
Subject: Outcome of Board Meeting
Ref: Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“SEBI Listing Regulations”).
Dear Sir,
With reference to the captioned subject and pursuant to Regulation 30 read with Part A of Schedule
III of the SEBI LODR Regulations, we hereby inform you that the Board of Directors of Innovators
Façade Systems Limited (“the Company”), at its meeting held today, i.e., Monday, 26th October, 2026,
has, inter alia, considered and approved the following matters, subject to the requisite approvals of
the shareholders and other applicable regulatory and statutory authorities, wherever required:
1. Approval for Share Purchase Agreement for acquisition of shares of Innovators Contracting Works
Private Limited:
Approved the execution of a Share Purchase Agreement for the acquisition of 10,10,000 Equity Shares,
representing 51.03% of the equity share capital of M/s. Innovators Contracting Works Private Limited
(“ICWPL”), from Ms. Vedika Radheshyam Sharma.
2. Related Party Transaction(s)
Approved the proposed related party transaction(s) in connection with the aforesaid acquisition of
equity shares of ICWPL from Ms. Vedika Radheshyam Sharma, pursuant to Regulation 23 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, subject to the approval of
members in the ensuing general meeting.
The detailed disclosures required under Regulation 30 of the SEBI (LODR) Regulations, 2015, read with
the SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, in respect of
the matters referred to in Item Nos. 1 and 2 above, are provided in Annexure A.
3. Preferential Issue of Equity Shares for Consideration Other Than Cash
Approved the offer and issue & allotment of 9,50,971 Equity Shares of the Company on a preferential
basis to Ms. Vedika Radheshyam Sharma, a shareholder of ICWPL, for consideration other than cash
by way of a share swap, at a price determined in accordance with Chapter V of the SEBI (Issue of
Capital and Disclosure Requirements) Regulations, 2018 (“SEBI ICDR Regulations”), on such terms and
conditions as approved by the Board, subject to the requisite approval of the shareholders and other
applicable regulatory and statutory approvals.
The detailed disclosures required under Regulation 30 of the SEBI (LODR) Regulations, 2015, read with
the SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, in respect of
the matter referred above, is provided in Annexure B.
4. Convening of Extraordinary General Meeting
Approved the convening of an extraordinary general meeting (“EGM”) of the Company on Wednesday,
25th November, 2026 and approval of the Notice of the EGM to be conducted through Video
Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”), subject to applicable laws and regulatory
requirements.
The Meeting of the Board of Directors of the Company was commenced at 01:30 p.m. and concluded
at 03:45 p.m.
You are requested to take the above information on record.
Thanking you,
Yours faithfully,
INNOVATORS FAÇADE SYSTEMS LIMITED
Nitin Kore
Company Secretary and Compliance Officer
Mem No. A37732
Date: 26th October, 2026
Place: Thane
Annexure A
The detailed disclosure as required under Regulation 30 of SEBI (LODR) Regulations, 2015 read with
SEBI Master Circular SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024
Sr.No Particulars Information
1. Name of the target entity, details in M/s. Innovators Contracting Works Private Limited
brief such as size, turnover, etc. (“ICWPL”).
CIN:- U74999MH2013PTC241458
Authorised Capital- Rs. 2,00,00,000/-
Paid-up Capital (As on date): Rs. 1,97,91,980/-
Turnover - FY 2025-26 (Audited): INR 6,363.26 Lakhs
First Half Year of FY 2026-27 (Audited) : INR 1,054.98
Lakhs
2. Whether the acquisition / investment Yes, the said acquisition of 10,10,000 Equity Shares of
would fall within related party ICWPL from Ms. Vedika Radheshyam Sharma, falls under
transaction(s) and whether the the Related Party Transaction.
promoter/ promoter group/ group
companies have any interest in the Further, the transaction is being executed on the arm
entity being acquired? If yes, nature of length Price, the price derived as per Chapter V of SEBI
interest and details thereof and (ICDR) Regulations and Valuation Report dated 26th
whether the same is done at “arms October, 2026
length”
3. Industry to which the entity being Construction and Infrastructure Industry. Specializing in
acquired/invested belongs Fabrication and Installation of all types of Façades and
other allied products on sub-contract basis.
4. Objects and effects of Currently, Innovators Façade Systems Limited (“IFSL”),
acquisition/investment (including but through its wholly owned subsidiary, M/s. Innovators
not limited to, disclosure of reasons for Engineering Works Private Limited (“IEWPL”) holds
acquisition/investment of target entity, 49.97% of the equity share capital of Innovators
if its business is outside the main line of Contracting Works Private Limited (“ICWPL”). Upon
business of the listed entity) completion of the proposed acquisition of the remaining
51.03% equity share capital, IFSL, together with IEWPL,
will hold 100% of the equity share capital of ICWPL,
thereby making it a wholly owned subsidiary of IFSL.
ICWPL is engaged in the in business of sub-contracting
activity for production, installation and execution of
façade systems, CRP Panels, Fire Rated Doors and other
Façade related products on work contract basis including
labour contracting for all allied activities.
The proposed acquisition will facilitate consolidation of
ICWPL’s ownership and business operations under IFSL,
resulting in a streamlined corporate structure and
improved operational coordination. Further, the proposed
acquisition is expected to enable IFSL to achieve greater
operational integration, improve control over fabrication
and installation activities, optimise the utilisation of
resources and enhance the efficiency of project execution
and contribute positively to the profitability in
consolidated financial performance of IFSL.
Also, one factory building structure (on land adjacent to
the existing manufacturing unit of IFSL in Wada District of
Maharashtra) owned by ICWPL and currently leased to
IFSL, will facilitate in long term operational efficiencies to
IFSL after this acquisition transaction.
The proposed acquisition will be undertaken through a
Share Purchase Agreement arrangement, whereby
consideration for the acquisition will be discharged by way
of issuance of equity shares of IFSL to the existing
shareholder of ICWPL, subject to applicable laws and
requisite approvals.
5. Brief details of any governmental or No regulatory approval is required for acquisition of the
regulatory approvals required for the Equity Shares of ICWPL.
acquisition/investment
6. Indicative time period for completion of 3 - 6 months
the acquisition/investment
7. Nature of consideration – whether cash Issue of Shares for consideration other than cash (Share
consideration or share swap and details Swap)
of the same
8. Cost of acquisition/investment or the The Company will issue and allot 9,50,971 fully paid-up
price at which the shares are acquired equity shares having face value of Rs. 10/- (Rupees Ten
only) each at a price of Rs. 118 (Rupees One hundred and
eighteen Only) per share (including premium of Rs. 108/-
per share) which is the price determined in accordance
with chapter V of the SEBI ICDR Regulations per equity
share for consideration other than cash (share swap),
being discharge of total purchase consideration of INR
11,22,14,624/- (Rupees Eleven Crores Twenty-Two Lakhs
Fourteen Thousand Six Hundred and Twenty-Four only)
for the acquisition of 10,10,000 equity shares of ICWPL at
a price of Rs. 111.10 (Rupees One hundred eleven and ten
paise only
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