The Company’s August 2025 bonus issue increased shares 1,000-fold

The Company executed a 999-for-1 bonus issue in August 2025, increasing its equity-share count from 66,210 to 66,210,000. The allotment added 66,143,790 shares to 538 allottees without fresh consideration, and September 2025 preference-share conversions subsequently increased the total to 68,235,000 shares.

What did The Company’s August 2025 bonus issue change?

The Company’s August 2025 bonus issue gave 999 new equity shares for every one equity share held, resulting in 1,000 shares for each pre-bonus share. The cumulative equity-share count rose from 66,210 to 66,210,000, while the face value remained Rs 10 per share. Paid-up equity capital therefore increased from Rs 6.62 lakh to Rs 6.62 crore.

The Company allotted 66,143,790 bonus shares to 538 allottees, with both the issue price and consideration recorded as not applicable. A bonus issue allocates additional shares to existing holders instead of raising cash through a new subscription. The 999-for-1 ratio explains the 1,000-fold change in share count in a single August 2025 transaction.

How did The Company build its share capital before the bonus issue?

The Company built its pre-bonus share count through initial subscriptions, rights issues, preferential allotments, employee stock-option exercises and conversions of preference securities. It began with 11,000 equity shares in August 2015 and reached 66,210 shares immediately before the August 2025 bonus issue. This increase over about 10 years was separate from the later bonus allotment’s mechanical increase in shares.

The Company’s cash equity issuances occurred at varied historical prices. Rights issues in October 2015 and 2016 were priced at Rs 5,000 per share, compared with Rs 20,000 in May 2018 and Rs 57,000 in the January 2020 preferential allotment to Premier Financial Services Limited. Rights issues in June, July and November 2024, as well as preferential allotments in December 2024 and March 2025, were recorded at Rs 5 lakh per share.

The Company also allotted equity shares under employee stock option plans in 2021 and 2022. The November 2021, December 2021, June 2022 and August 2022 exercises added 2,077, 231, 992 and 700 shares, respectively, at Rs 10 per share. These exercises increased the cumulative count from 25,188 after the November 2021 rights issue to 29,188 after the August 2022 allotment.

How important were convertible-security conversions to the share count?

The Company used conversions of compulsorily convertible preference shares, and later Class 1 compulsorily convertible preference shares, or Class 1 CCPS, as a significant route to issue equity. A compulsorily convertible preference share must convert into equity under its terms. The capital-history disclosure states that consideration for the resulting equity shares was not paid at conversion because the issue price had been paid when the preference securities were issued.

The historical issue prices associated with converted securities ranged from Rs 10 to Rs 4.50 lakh per resulting equity share. The disclosure includes conversion entries linked to Rs 5,000, Rs 20,000, Rs 32,000, Rs 57,000, Rs 1.55 lakh, Rs 3.08 lakh and Rs 4.50 lakh. These figures identify the original security-issue terms and do not represent new cash payments at the time of conversion.

The conversion activity increased before the bonus issue. The cumulative count was 30,857 after the June 27, 2024 conversion entries, 41,930 after the March 13, 2025 preferential allotment and 62,473 after the June 9, 2025 conversion entries. Multiple conversions on July 19, 2025 took the total to 66,210 shares, which became the base for the August 2025 bonus calculation.

What happened to The Company’s shares after the bonus issue?

The Company added 2,025,000 equity shares through two September 2025 compulsorily convertible preference-share conversions, taking the total from 66,210,000 to 68,235,000. Volrado Venture Partners Fund II received 25,000 equity shares from a conversion associated with a Rs 10 issue price and 2,000,000 equity shares from one associated with a Rs 1.55 lakh issue price. The disclosure records no consideration on conversion in both cases.

The Company reported 68,235,000 issued, subscribed and paid-up equity shares of Rs 10 each at the red herring prospectus date, representing Rs 6.82 crore of paid-up equity capital. Its authorised capital included 100,100,000 equity shares of Rs 10 each, leaving capacity for 31,865,000 equity shares relative to the issued total. The authorised capital also included 150,000 preference shares of Rs 10 each and 8,000 Class 1 CCPS of Rs 10,000 each.

How concentrated was The Company’s capital after the conversions?

The Company’s promoter and promoter group held 19,280,000 equity shares, or 28.26% of the 68,235,000 issued shares, at the red herring prospectus date. Public shareholders held 48,955,000 shares, or 71.74%. The public category therefore represented the larger portion of issued equity after the bonus issue and September 2025 conversions.

The Company reported 73,205,000 shares on a fully diluted basis, including 4,970,000 shares underlying outstanding convertible securities, warrants and employee stock options. The promoter and promoter group’s fully diluted holding was 26.34%, compared with 73.66% for the public category. The difference between the issued-share total of 68,235,000 and the diluted total reflects the disclosed underlying instruments.

Conclusion

The Company’s August 2025 bonus issue was the largest single change in its disclosed capital history, adding 66,143,790 shares without fresh consideration and multiplying the share count by 1,000. The transaction followed years of rights issues, preferential allotments, employee option exercises and preference-security conversions conducted at different historical issue prices.

The next capital-structure update is the final post-issue share count, which remains unspecified because the proposed issue size depends on final pricing, allotment and full subscription. The proposed issue was authorised through board resolutions dated June 18, 2025, September 12, 2025 and August 3, 2026, alongside a shareholder resolution dated August 28, 2025.