Leo Dryfruits sets Sept 4 EGM for ₹38.5cr FCWs

Key update for shareholders

Leo Dryfruits & Spices Trading Limited has fixed September 4, 2026, as the date for an Extraordinary General Meeting (EGM) to seek shareholder approval for a preferential issue of Fully Convertible Warrants (FCWs). The proposed fundraise is up to ₹38.5 crore through issuance of 70 lakh warrants priced at ₹55 each. The company has indicated that the issue is aimed at promoters and non-promoters. The EGM will be conducted through Video Conferencing (VC) or Other Audio Visual Means (OAVM). National Securities Depository Limited (NSDL) will facilitate the remote e-voting process.

What the company is proposing

The preferential issue consists of 70,00,000 FCWs, with each warrant carrying the right to subscribe to one fully paid-up equity share of face value ₹10. The total potential equity shares on full conversion are 70,00,000. At an issue price of ₹55 per warrant, the total issue size works out to ₹38.5 crore, assuming full conversion. The company’s board had cleared the issuance and stated that proceeds could reach the full amount if all warrants are converted. Any conversion will be subject to the terms laid out in the notice and applicable regulatory approvals.

Pricing: issue price vs floor price

The issue price of ₹55 per warrant has been determined based on a relevant date of August 5, 2026. The company also disclosed a floor price of ₹53.1025, computed as the 10-day volume-weighted average price (VWAP). The disclosed issue price is higher than the floor price. The pricing has been stated to be in line with Regulation 164 read with Regulation 161 of the SEBI ICDR Regulations, using the relevant date approach.

Payment structure and conversion timeline

Investors subscribing to the warrants must pay 25% of the issue price at the time of subscription. The remaining 75% is payable at the time of conversion into equity shares. The conversion option can be exercised within 18 months from the date of allotment. If warrants are not exercised within the allowed period, they will lapse. In such cases, the upfront amount paid at subscription will be forfeited, as per the terms disclosed.

EGM and e-voting schedule

Shareholders holding equity shares as of the cut-off date of August 28, 2026 will be eligible to vote. Remote e-voting opens on September 1, 2026 and closes on September 3, 2026. The company submitted the EGM notice to BSE Limited on August 12, 2026. The meeting itself is scheduled for September 4, 2026.

Preferential issue: what approvals are being sought

The company has indicated that it will convene the EGM to obtain shareholder consent for the preferential issue plan. Preferential issues typically require approval through a special resolution, along with detailed disclosures around pricing, allottees, and lock-in requirements. The current proposal sets out the issue size, pricing framework, and conversion mechanics. Any allotment and conversion will also remain subject to regulatory requirements that apply to preferential issues and issuance of convertible instruments.

Named allottee disclosed in the notice

The notice includes at least one identified proposed allottee from the promoter category. Sobhagchand Ketan Shah (Promoter) is listed for 12,00,000 warrants, with PAN AINPS3514N. The company has also stated that the issue targets promoters and non-promoters, but the provided information only specifies this promoter allottee by name and quantity. Investors typically track such disclosures to understand promoter participation and the resulting potential dilution on conversion.

Earlier EGM in July enabled the company to issue such instruments

Before moving to a specific fundraise, the company had held an EGM on July 17, 2026 to alter its Articles of Association. The main agenda was to insert Article 15A, enabling issuance of warrants and convertible securities in the future. The company described this as an enabling framework rather than an active issuance at that time. The July 17, 2026 EGM was conducted via VC/OAVM in line with applicable circulars.

Voting outcome and timelines from the July 17 EGM

The July 17, 2026 resolution to alter the Articles of Association was approved unanimously, with 81,59,140 votes in favour and 100% support as disclosed. The meeting commenced at 10:03 A.M. IST and concluded at 10:13 A.M. IST. Remote e-voting for that EGM ran from July 14, 2026 (9:00 A.M. IST) to July 16, 2026 (5:00 P.M. IST), with July 10, 2026 as the record date. The company also disclosed participation of 12 members via video conferencing for the meeting.

Key facts at a glance

EGM schedule and process details

Market relevance and what investors typically track

A preferential warrant issue can result in equity dilution if and when warrants convert into shares, and the disclosed 18-month window means conversion can occur over time. The upfront 25% payment provides partial capital immediately, while the remaining 75% comes in only if investors choose to convert. The issue price being above the disclosed floor price is a key data point in preferential allotment structures. Investors also track promoter participation, including the disclosed allotment of 12,00,000 warrants to promoter Sobhagchand Ketan Shah, because it can influence perceptions around alignment and future shareholding.

Conclusion

Leo Dryfruits & Spices Trading is moving from an enabling amendment (approved at the July 17 EGM) to a specific fundraising proposal via a ₹38.5 crore preferential FCW issue. Shareholders eligible as of August 28, 2026 can vote through NSDL remote e-voting between September 1 and September 3, ahead of the September 4, 2026 EGM. The next formal milestone will be the outcome of the shareholder vote and subsequent regulatory filings related to allotment and conversion timelines.