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ATN International EGM on March 9 to Approve 98% Capital Cut

ATNINTER

ATN International Ltd

ATNINTER

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ATN International Limited has called for an extraordinary general meeting (EGM) on March 09, 2026, to seek shareholder approval for a significant reduction of its share capital. The proposal aims to write off a large portion of the company's accumulated losses by reducing the paid-up capital by 98%. This move is intended to strengthen the company's balance sheet and improve its financial health for future operations.

The Proposed Restructuring

The core of the proposal involves a substantial restructuring of the company's equity base. The plan is to reduce the paid-up share capital from Rs. 15,78,00,000 to Rs. 31,56,000. This will be achieved by cancelling and extinguishing 3,86,61,000 equity shares of Rs. 4 each. The face value of the remaining shares will stay at Rs. 4.

Capital StructureCurrentPost-Reduction
Paid-up CapitalRs. 15,78,00,000Rs. 31,56,000
Number of Shares3,94,50,0007,89,000
Face Value per ShareRs. 4Rs. 4
Shares to be Cancelled3,86,61,000-
Reduction Percentage98.00%-

Financial Context: Tackling Accumulated Losses

The primary driver for this capital reduction is the company's significant accumulated losses. As of September 30, 2025, ATN International reported total accumulated losses amounting to Rs. 23,49,82,000. The proposed scheme will utilize Rs. 15,46,44,000 from the capital reduction to set off against these losses. This accounting adjustment is designed to present a more accurate and realistic financial position to investors and lenders.

Financial MetricAmount (Rs.)
Total Accumulated Losses23,49,82,000
Proposed Set-off Amount15,46,44,000
Remaining Losses Post-Reduction8,03,38,000
Current Net Worth(7,71,82,000)

The company has faced consistent losses over the past five financial years, with the largest loss of Rs. 5,54,07,298 recorded in the 2020-2021 fiscal year, highlighting the need for this financial restructuring.

The Path Forward: Regulatory Hurdles

The implementation of this scheme is contingent on receiving several key approvals. First, it requires the consent of shareholders through a special resolution at the upcoming EGM. Following shareholder approval, the company must seek and obtain confirmation from the National Company Law Tribunal (NCLT), Kolkata Bench, as mandated by Section 66 of the Companies Act, 2013. Once the NCLT order is received, certified copies must be filed with the Registrar of Companies to make the reduction effective.

Impact on Shareholders and Voting Information

The company has clarified that the capital reduction is a book adjustment and will not involve any payout to shareholders. Consequently, the shareholding pattern and the percentage of ownership held by each shareholder will remain unchanged. The rights of both promoter and public shareholders will not be altered.

Shareholders can cast their votes through a remote e-voting facility. Key dates for the process are:

  • Cut-off Date: March 02, 2026
  • Remote E-voting Period: March 06, 2026 (9:00 AM) to March 08, 2026 (5:00 PM)

The EGM will be held physically at the company's registered office in Kolkata on March 09, 2026, at 1:30 PM. M/s. A.K Labh & Co. has been appointed as the scrutinizer for the voting process.

Strategic Rationale Behind the Move

Management believes that cleaning up the balance sheet is a critical step for the company's future. By writing off a substantial portion of historical losses, the company aims to improve its financial standing. A healthier balance sheet is expected to enhance its ability to raise funds from capital markets or financial institutions for future business expansion and operational needs. The scheme is not expected to negatively impact creditors, as it does not involve any transfer of assets or liabilities.

Conclusion

ATN International's proposal to reduce its share capital by 98% is a significant strategic move to address its long-standing issue of accumulated losses. The process now depends on the outcome of the shareholder vote at the EGM on March 9, 2026, and the subsequent approval from the NCLT. If successful, the restructuring could provide the company with a cleaner financial slate, potentially paving the way for future growth and value creation.

Frequently Asked Questions

The company is reducing its share capital to set off accumulated losses of Rs. 15,46,44,000 against its paid-up capital, aiming to present a more accurate financial position and improve its ability to raise funds in the future.
The EGM is scheduled to be held on Monday, March 09, 2026, at 01:30 PM at the company's registered office in Kolkata.
The capital reduction is a book adjustment and will not involve any cash outflow. The shareholding pattern and the percentage of ownership for existing shareholders will remain unchanged.
The scheme requires approval from shareholders via a special resolution at the EGM and subsequent confirmation from the National Company Law Tribunal (NCLT).
The company's paid-up capital is proposed to be reduced from Rs. 15,78,00,000 to Rs. 31,56,000, which represents a 98% reduction.

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