BSEBoard Meeting24 Aug 2026 · 24 Aug 2026, 10:40 am

Approval of preferential issue of warrants to promoter group entity amounting to Rs. 1750.03 crore.

Piramal Finance Ltd · 544597

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Piramal Finance Ltd has approved the issuance of up to 82,94,000 warrants to Nithyam Realty Private Limited, a promoter group entity, at an issue price of ₹2,110 per warrant, aggregating up to ₹1750.03 crore, subject to shareholder approval.

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Liquidity Impact6/10
Market Sentiment5/10

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Piramal Finance Ltd - 544597 - Board Meeting Outcome for Outcome Of The Board Meeting Held On 24Th August, 2026

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24th August, 2026 BSE Limited National Stock Exchange of India Limited 1st Floor, New Trading Wing, Exchange Plaza, 5th Floor, Rotunda Building, P.J. Towers, Plot No. C/1, G Block, Dalal Street, Fort, Bandra Kurla Complex, Bandra (East), Mumbai - 400 001 Mumbai - 400 051 BSE Scrip Code: 544597 NSE Symbol: PIRAMALFIN Dear Sir/ Madam, Sub.: Regulation 30 and 51 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) – Outcome of Board Meeting Kindly refer to our letter dated 19th August, 2026 on the subject. Pursuant to Regulation 30 and 51 of the SEBI Listing Regulations, as amended, we hereby inform you that the Board of Directors of the Company (“Board”) at its meeting held today i.e. Monday, 24th August, 2026 has, inter alia, considered and approved issuance of up to 82,94,000 warrants, each carrying a right to subscribe to 1 (one) fully paid-up equity share of the Company having face value ₹2 each, at an issue price of ₹ 2,110 per warrant (including a premium of ₹ 2,108 per Equity Share of the Company having face value of ₹2 (Rupees Two only) each), for cash consideration aggregating up to ₹1,750.03 crore, by way of preferential issue on a private placement basis, to Nithyam Realty Private Limited, a Promoter Group entity of the Company ( “Subscriber”), in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder and Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended, and other applicable laws, and subject to receipt of the requisite statutory and regulatory approvals, including approval of the shareholders of the Company (“Preferential Issue”) in the manner set out below: Sr. no. Name of the Category Aggregate No. of securities Subscriber Consideration 1. Nithyam Realty Promoter Group ₹1750.03 crore 82,94,000 warrants Private Limited The Board has authorized the Committee of Directors (Administration, Authorisation & Finance) of the Board to take all the necessary decisions in this regard. In connection with the Preferential Issue, the Board has also approved entering into an investment agreement, with the Subscriber (“Investment Agreement”) and accordingly, the Company has executed the Investment Agreement with the Subscriber. The detailed disclosures regarding the Preferential Issue and the Investment Agreement as required under Regulation 30 of the SEBI Listing Regulations are enclosed as Annexure I and Annexure II respectively. For the purpose of seeking shareholders’ approval for the Preferential Issue, the Board has decided to convene an Extra-ordinary General Meeting (‘EGM’) on Saturday, 19th September, 2026 and approved the notice of the EGM in this regard. The meeting of the Board of Directors commenced at 10:00 a.m. and concluded at 10:20 a.m. The above information is also available on the website of the Company at www.piramalfinance.com. You are requested to take the same on record. Thanking you. Yours faithfully, For Piramal Finance Limited (Formerly known as Piramal Capital & Housing Finance Limited) Bipin Singh Company Secretary Encl.: As above Annexure I Disclosure as per 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 30th January, 2026 Sr. no. Disclosure Requirements Details 1. Type of securities proposed to be Warrants convertible into Equity Shares, each carrying issued (viz., equity shares, a right to subscribe to 1 (one) fully paid-up Equity convertibles, etc.) Share of the Company having face value ₹2 (Rupees Two only) each (“Warrants”). 2. Type of issuance (further public Issuance of Warrants by way of a preferential issue on offering, rights issue, depository a private placement basis in accordance with Chapter V receipts (ADR / GDR), qualified of the Securities and Exchange Board of India (Issue of institutions placement, preferential Capital and Disclosure Requirements) Regulations, allotment etc.) 2018 (“SEBI ICDR Regulations”) and other applicable laws, subject to receipt of the requisite statutory and regulatory approvals, including approval of the shareholders of the Company. 3. Total number of securities Up to 82,94,000 Warrants convertible into equivalent proposed to be issued or the total number of Equity Shares, at an issue price of ₹2,110 per amount for which the securities Warrant (including a premium of ₹ 2,108 per Equity will be issued (approximately) Share of the Company having face value of ₹2 (Rupees Two only) each), aggregating to an amount up to ₹1750.03 crore. 4. In case of preferential issue the Names of the investor: Nithyam Realty Private listed entity shall disclose the Limited (“Subscriber”) following additional details to the stock exchange(s): Post Allotment of Securities – Outcome of the i. names of the investors; subscription: Please refer to the table below: ii. post allotment of securities - outcome of the subscription, issue price / allotted price (in case of convertibles), number of investors; iii. in case of convertibles - intimation on conversion of securities or on lapse of the tenure of the instrument; Sr. no. Disclosure Requirements Details Name of Pre-preferential Post-preferential Subscriber issue (as on issue* (as on 21.08.2026, on 21.08.2026, on fully diluted fully diluted basis) basis) No. of % No. of % Equity Equity Shares Shares held held Nithyam - - 82,94,000 3.53% Realty Private Limited *The post-preferential issue shareholding of the Subscriber has been provided on a fully diluted basis and on the assumption that all the Warrants issued to the Subscriber are fully exercised. The post- preferential issue shareholding of the Subscriber also does not take into account possible change in shareholding pursuant to any further issuance of securities by the Company and/or exercise of any employee stock options. Issue Price: The issue price is ₹2,110 per Warrant, each carrying a right to subscribe to 1 (one) Equity Share of the Company having face value ₹2 (Rupees Two only) (including a premium of ₹ 2,108 per Equity Share), aggregating to an amount up to ₹1750.03 crore. The approved issue price of ₹2,110 per Equity Share (upon exercise of the Warrant) is ₹24.94 higher than the floor price. The floor price determined in accordance with Regulation 164(1) of the SEBI ICDR Regulations for the proposed preferential issue of Warrants to the Subscriber is ₹2085.06 per Equity Share (upon exercise of the Warrant). The Subscriber will pay 25% (twenty five percent) of the issue price per Warrant at the time of subscription, and the remaining 75% (seventy five percent) per Warrant shall be payable by the Subscriber upon the Sr. no. Disclosure Requirements Details exercise of the Warrants into equity shares of the Company. The tenor of the Warrants is 18 (eighteen) months from the date of their allotment, and shall be exercised in one or more tranches, during the tenor. Any unconverted Warrants shall lapse, and the amount paid by the Subscriber on such Warrants shall stand forfeited. 5. s In case of bonus issue the listed Not applicable entity shall disclose the following additional details to the stock exchange(s): i. whether bonus is out of free reserves created out of profits or share premium account; ii. bonus ratio; iii. details of share capital -pre and post bonus issue; iv. free reserves and/ or share premium required for implementing the bonus issue; v. free reserves and/ or share premium available for capitalization and the date as on which such balance is available; vi. whether the aforesaid figures are audited; vii. estimated date by which such bonus shares would be credited/dispatched; 6. In case of issuance of depository Not applicable receipts (ADR/GDR) or FCCB the listed entity shall disclose following additional details to the stock exchange(s): i. name of the stock exchange(s) where ADR/GDR/FCCBs are listed (opening –c [Showing first 8,000 characters — download PDF for full document]