BSEGeneral6d ago · 3 Nov 2026, 05:07 pm
Outcome of the Board meeting held on November 03, 2026.
Aerpace Industries Ltd · 534733
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Aerpace Industries Ltd has announced the outcome of its Board meeting held on November 03, 2026, where it approved the Scheme of Amalgamation between Aerpace Robotics Private Limited and the Company, and granted 5,00,000 Restricted Stock Units to a Non-Executive Director and allotted 8,65,322 equity shares to employees.
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Aerpace Industries Ltd - 534733 - Board Meeting Outcome for Outcome Of The Board Meeting Held On November 03, 2026.
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November 03, 2026
Listing Department,
BSE Limited,
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai -400001
Scrip Code: 534733
Dear Sir/Madam,
Subject: Disclosure under Regulation 30 of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI
Listing Regulation, 2015) – Outcome of the Board Meeting held on November 03,
2026
Pursuant to Regulation 30 of the SEBI Listing Regulations, as amended, we wish to inform
you that the Board of Directors of the Company, at its meeting held on November 03, 2026,
inter alia, considered and approved the following matters:
1. Based on the recommendations of the Audit Committee and the Independent Directors,
at their respective meetings held on November 03, 2026, the Board considered and
approved the Scheme of Amalgamation between Aerpace Robotics Private Limited and
the Company, pursuant to Sections 230 to 232 of the Companies Act, 2013 (“the
Scheme”).
The Scheme shall be subject to the receipt of requisite statutory and regulatory
approvals, including the approval of the National Company Law Tribunal (NCLT) or such
other competent authority, as may be applicable, and the approval of the respective
shareholders and creditors of the companies involved in the Scheme.
The Scheme shall be filed with the Stock Exchange in terms of provisions of Regulation
37(1) of SEBI Listing Regulations, as amended from time to time, in due course.
The requisite details, as prescribed under Regulation 30 of the SEBI Listing Regulations
read with the SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026
dated January 30, 2026, are enclosed herewith as Annexure I, respectively.
2. Grant of 5,00,000 (Five Lakhs) Restricted Stock Unit (“RSU”) to Mr. Prakash O. Gaur,
Non-Executive Director of the Company under the Aerpace Industries Limited Restricted
Stock Unit Plan 2024 (“Scheme”).
The requisite details, as prescribed under Regulation 30 of the SEBI Listing Regulations
read with the SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026
dated January 30, 2026, are enclosed herewith as Annexures II, respectively.
3. Allotment of 8,65,322 equity shares to the respective employees of the Company
pursuant to the exercise of Restricted Stock Units (RSUs), in accordance with the terms
and conditions of the applicable Scheme.
Consequent to the aforesaid allotment, the paid-up equity share capital of the Company
stands increased as follows:
Sr. Particulars No. of Equity Amount (Rs.)
No. shares
1. Existing paid-up Equity Share 15,38,57,982 15,38,57,982
Capital
2. Post Allotment paid-up Equity 15,47,23,304 15,47,23,304
Share capital
The equity shares allotted as mentioned above shall rank pari-passu in all respect with
existing equity shares of the Company.
The meeting commenced at 3:15 P.M. and concluded at 4:15 P.M.
The aforesaid information will also be available on the website of the Company i.e.
www.aerpace.com.
Kindly take the same on your record.
Thank You,
Yours faithfully,
For Aerpace Industries Limited
Anand Manoj Shah
Managing Director & CFO
DIN: 11709310
ANNEXURE I
Disclosure of information pursuant to Regulation 30 of the SEBI Listing Regulations read
with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated
January 30, 2026 – Brief details of the Scheme of Merger
Sr. Particulars Remarks
1 Name of the entity(ies)
Particulars Net Worth as Total
forming part of the
on September Revenue from
Scheme, details in brief
30, 2026 operations as
such as, size, turnover
(INR in Lakhs) on September
etc.
30, 2026 (INR
in Lakhs)
Aerpace Industries
Limited (‘AIL’ or 4,754.45 134.99
‘Transferee Company’)
Aerpace Robotics
Private Limited (‘ARPL’
4,295.83 -
or ‘Transferor
Company’)
2 Whether the The current transaction would fall within the provisions of
transaction would fall related party transaction as per SEBI Listing Regulations.
within related party
transactions? If yes, This transaction between AIL & ARPL is done at arms-length.
whether the same is
done at arms-length
3 Area of business of the AIL is engaged in the business of renewable energy and
entity(ies) involved; / infrastructure. It has its registered office in Mumbai,
Industry to which the Maharashtra and is listed on BSE Ltd (‘BSE’).
entities belong
ARPL is engaged in business of designing, developing,
selling and distributing drone and various types of robotic
products and has its registered office in Mumbai,
Maharashtra.
Sr. Particulars Remarks
4 Rationale for The proposed amalgamation of Transferor Company with the
amalgamation/ merger
Transferee Company would result in the following benefits:
/the Scheme
Simplification of group structure.
Integration of complementary technologies across
manned and unmanned aerial platforms
Creation of a holistic, end-to-end aerial mobility
ecosystem
Strengthening of capabilities in urban air mobility (UAM),
logistics, surveillance, and defense applications
This alignment positions the merged entity as a
comprehensive player in next-generation aviation and
mobility solutions. Additionally, pursuant to the proposed
restructuring, the management of the respective companies
foresee the following benefits to the companies and its
shareholders:
a) Simplification of group structure.
b) Proposed restructuring will create enhanced value for
shareholders and allow a focused strategy and
specialization for sustained growth, which would be in the
best interest of all the stakeholders and the persons
connected with the aforesaid companies;
c) Allow in creating the ability to achieve valuation based on
respective risk-return profile and cash flows, attracting
the right investors and thus enhancing flexibility in
accessing capital;
d) Economies of scale, greater integration, greater flexibility,
most effective networking and greater market reach for
the respective entities.
e) Operational synergies to the amalgamated entities which
can be put to the best advantage of the stakeholders. The
arrangement will be value accretive through a realization
of business synergies.
Sr. Particulars Remarks
f) Reduce managerial overlaps which are necessarily
involved in running multiple entities.
g) Elimination of duplication of administrative expenses and
enabling cost savings.
h) Carrying on and conducting the business more efficiently
and advantageously, ensuring more productive and
optimum utilization of various resources.
i) Arrangement of businesses will provide several benefits
including streamlining the structure by reducing the
multiplicity of legal and regulatory compliances and
rationalization of costs.
5 In case of cash No cash consideration.
consideration –
amount or otherwise 102 (One Hundred and Two) fully paid-up equity shares of
share exchange ratio;
face value of INR 1/- (Rupee One Only) each of the Transferee
Company shall be issued and allotted for every 100 (One
Hundred) fully paid-up equity shares of face value of INR 1/-
(Rupee One Only) each held in the Transferor Company
(“Share Exchange Ratio”)
6 Brief details of change Upon the Scheme becoming effective, Aerpace Industries
in shareholding Limited will issue equity shares (in the Share Exchange Ratio
pattern (if any) of listed as mentioned in point above) to the shareholders of Aerpace
entity. Robotics Private Limited as on the record date.
Annexure – II
Disclosure of information pursuant to Regulation 30 of the SEBI Listing Regulations read
with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated
January 30, 2026 - Brief details of the RSU Granted
Sr. No. Particulars Details
1. Brief details of options 5,00,000 RSU granted to Mr. Prakash Gaur, Non-
granted Executive Director of the Company under Aerpace
Industries Limited Restricted Stock Unit Plan 2024
(“Scheme”)
2. Whether the scheme is in Yes
terms of SEBI (Share
Based Employee Benefits
and Sweat Equity)
Regulations, 2021
3. Total number of shares Each RSU, when exercised, would be converted into
covered by these opti
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