BSEBoard Meeting25 Aug 2026 · 25 Aug 2026, 10:30 pm

Outcome of Board Meeting enclosed

NHC Foods Ltd · 517554

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NHC Foods Ltd has announced the outcome of its board meeting, which included the approval of an increase in authorized share capital, a preferential issue of convertible warrants, and the appointment of a new CFO. The company also announced the resignation of its previous CFO and the conversion of FCCBs into equity shares.

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Earnings Impact2/10
Growth Catalyst4/10
Governance Concern1/10
Regulatory Risk2/10
Balance Sheet Risk3/10
Liquidity Impact6/10
Market Sentiment5/10

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NHC Foods Ltd - 517554 - Board Meeting Outcome for Outcome Of Board Meeting

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Date: 25th August, 2026 The Listing/ Compliance Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400001 SCRIP CODE: 517554 ISIN: INE141C01036 Subject: Outcome of Board Meeting held on 25th August, 2026. Dear Sir/Madam, In Compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 (“Listing Regulations”) this is to inform you that the Board of Directors at its Meeting held today i.e. 25th August, 2026, inter alia considered and approved the following: 1. Increase in existing Authorised Share Capital from Rs. 100,00,00,000/- (Rupees Hundred Crores) divided into 100,00,00,000 equity shares of Re. 1/- each to Rs. 20,00,00,00,000/- (Rupees Two Thousand Crores) divided into 20,00,00,00,000 equity shares of Re. 1/- each 2. Preferential Issue of Securities: The Board Considered and approved the proposal for Issue, offer and allot upto 25,60,00,000 Convertible Warrants on preferential basis to the persons belonging to the Non-Promoter Category at such price as determined in accordance with the provision of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time, subject to the approval of shareholders of the Company. The detailed disclosures relating to the proposed preferential issue shall be made separately in accordance with the applicable provisions of the SEBI Listing Regulations. 3. a) Upon receipt of Notice for partial conversion of 19 (Nineteen) FCCBs of principal value aggregating to USD 19,00,000 from the FCCB holder, approved the allotment of 18,18,79,020 fully paid-up equity shares of face value INR 1/- each at a conversion price of INR 1/- per equity share (converted in INR at the exchange rate of INR 95.7258 per USD on 24th August, 2026) to M/s. Emerging Market Opportunities Ltd. b) Consequent to the above, paid-up equity share capital of the Company stands increased to INR 94,38,06,060/- divided into 94,38,06,060 fully paid-up equity shares of INR 1/- each and c) 240 FCCBs of Principal amount of USD 1,00,000/- as listed at Afrinex Exchange remains outstanding post aforesaid conversion. 4. The Directors Report of the Company for the year ended March 31, 2026 alongwith the annexures. 5. Fixation of date of 34th Annual General Meeting of the Company scheduled to be held on September 23, 2026 at 12:30 pm through Video Conferencing ('VC')/ other Audio-Visual Means ('OAVM'). 6. The appointment of M/s Nikunj Kanabar and Associates, Practising Company Secretary as Scrutinizer for the scrutiny of e-voting results and the AGM proceedings. 7. Accepted resignation of Mr. Manoj Kumar Sharma, Chief Financial Officer (CFO) of the Company vide his resignation letter dated August 25, 2026 with effect from closing business hours of August 25, 2026, due to personal reason. (Details are enclosed as ‘Annexure II’.) 8. Based on the recommendation of the Nomination and Remuneration Committee, approved the appointment of Mr. Pradeep Agarwal as the Chief Financial Officer of the Company with effect from September 01, 2026. (Details are enclosed as ‘Annexure III’.) Details as required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Schedule III of the said Regulations, SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 are enclosed as Annexure – I, Annexure II and Annexure III The Board meeting commenced at 06:00 pm and concluded at 08:00 pm. For NHC Foods Limited Satyam Shirishchandra Joshi Managing Director DIN: 03638066 ANNEXURE I Details as required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Schedule III of the said Regulations, SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026: Sr. No. Particulars Details Type of securities proposed 1 Convertible Warrants to be issued Preferential issue in terms of Section 42 read with Section 62 of the 2 Type of issuance Companies Act, 2013 and other applicable provisions and SEBI ICDR Regulations. Total number of securities proposed to be issued or the 25,60,00,000 Convertible Warrants on preferential basis to the Non- 3 total amount for which the Promoter Category. The issue price is Rs. 2.10/- per convertible warrant securities will be issued calculated in accordance with SEBI ICDR Regulations. (approximately); Aggregating to Rs. 53,76,00,000/- for issue 25,60,00,000 Convertible Total amount for which the 4 Warrants at issue price of Rs. 2.10/- to the persons belonging to Non- securities will be Issued Promoter. In case of preferential issue, the listed entity shall disclose the following additional details to the stock exchange(s): 5 Name of Investors As per note 1 given below Issue, offer and allot upto 25,60,00,000 Convertible Warrants at a price of Rs. 2.10/- per Warrant. The issue price is not lower than the floor price determined in accordance with the Regulation 164(1) read with 166A of Chapter V of SEBI ICDR Regulations. Minimum 25% of the price of the Warrant would be payable upfront at the time of application and the balance 75% shall be payable at the time Post allotment of securities - of conversion of the warrants into Equity Shares of the Company. outcome of the subscription, issue price / allotted price (in Total Number of Investors: As per note 1 given below. case of convertibles), number of investors. In case Conversion ratio of each Convertible Warrant: 1:1. Each Warrant can of convertibles - intimation be converted into 1 (One) Equity Share of the Company and conversion conversion of securities or can be exercised at any time within a period of 18 months from the date on lapse of the tenure of allotment of Warrants, in one or more tranches as the case may be and on such other terms and conditions as applicable. In case the investor fails to exercise the same within the stipulated period, the warrants shall lapse. The issuance of Equity Shares and Convertible Warrants is subject to the approval of members by way of passing special resolution at the Annual General Meeting to be held on September 23, 2026. Any cancellation or termination of proposal for 7 Not Applicable issuance of securities including reasons thereof Note 1: Name / List of Investors: S Pre issue No. of *Post issue Name of the r. Shareholding Warrants shareholding Proposed Category N No. of proposed to No. of Allottees % % o. shares be issued shares Current Status/ Janak Jitendra 1. 5,00,000 0.00 90,00,000 95,00,000 0.79 Proposed Status - Doshi Non-Promoter Current Status/ Manish Chanda 2. 0 0.00 50,00,000 50,00,000 0.42 Proposed Status - Non-Promoter Current Status/ Satyam S Joshi 3. 0 0.00 14,00,00,000 11.67 Proposed Status - HUF 14,00,00,000 Non-Promoter Current Status/ Usha Girish 4. 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Shah Non-Promoter Current Status/ Chaitiya Girish 5. 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Shah Non-Promoter Current Status/ 6. Arv ind Hirji Shah 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Non-Promoter Current Status/ Bhavna Sanjay 7. 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Shah Non-Promoter Current Status/ 8. Giri sh Hirji Shah 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Non-Promoter Current Status/ Sanjay Hirji 9. 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Shah Non-Promoter Current Status/ Smit Shailesh 10. 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Shah Non-Promoter Current Status/ Urmila Shailesh 11. 0 0.00 90,00,000 90,00,000 0.75 Proposed Status - Shah Non-Promoter Current Status/ 12. May ur Kapadnis 0 0.00 1,50,00,000 1,50,00,000 1.25 Proposed Status - Non-Promoter Current Status/ 13. Gau ri Kapadnis 0 0.00 1,50,00,000 1,50,00,000 1.25 Proposed Status - Non-Promoter Total 0 0.00 25,60,00,000 25,65,00,000 21.38 * The post-preferential issue shareholding as shown above has been calculated assuming the full exerc [Showing first 8,000 characters — download PDF for full document]