SOM Distilleries AGM corrigendum: ₹250m warrant issue

What the corrigendum changes

Som Distilleries and Breweries Ltd. issued a corrigendum to its Annual General Meeting (AGM) notice on September 21, 2026, after receiving queries from NSE and BSE. The company said the corrigendum should be read as an integral part of the original AGM notice dated September 5, 2026. The clarifications relate to disclosures around the proposed preferential issuance of convertible equity warrants to promoter Deepak Arora. The updates reference compliance points under Regulation 30 of the SEBI Listing Regulations and the SEBI ICDR Regulations, 2018.

The company’s filing focuses on disclosure accuracy and regulatory completeness rather than changing the underlying proposal. It clarifies why a valuation report was obtained, updates the post-issue shareholding presentation to include ESOPs on a fully diluted basis, and corrects an undertaking reference in the explanatory statement. These edits respond to specific stock exchange observations and are aimed at ensuring shareholders have a cleaner disclosure set ahead of voting.

AGM schedule and shareholder action items

Som Distilleries has scheduled its 33rd AGM for September 29, 2026, at 1:00 pm. The meeting will be conducted through Video Conferencing or Other Audio-Visual Means (OAVM). Shareholders will consider and adopt audited standalone and consolidated financial statements for the year ended March 31, 2026.

The AGM agenda also includes the reappointment of non-executive director Rajat Batra, who retires by rotation. In addition, shareholders will vote on a special resolution related to the preferential allotment of convertible equity warrants to promoter Deepak Arora. The company has also disclosed key process dates for voting and eligibility.

Preferential issue: size, pricing, and conversion window

The proposal seeks shareholder approval for a preferential allotment of up to 3,212,955 convertible equity warrants. The company describes these as warrants with a face value of ₹2 each. The issue price is set at ₹77.81 per warrant, including a premium of ₹75.81.

If fully converted, the preferential issue is expected to raise about ₹250 million. The filing also states that the warrants are convertible into equity within 18 months. The company’s communication frames the fundraising as a capital-raising step that would also consolidate promoter holding through conversion.

Use of funds: working capital and corporate purposes

Som Distilleries has disclosed the intended use of proceeds from the proposed issue. It plans to allocate 75% of the funds for working capital requirements and 25% for general corporate purposes. The company has not added further line-by-line expenditure heads in the provided disclosure.

For shareholders, the split matters because it indicates the company’s emphasis on operating liquidity, while still retaining flexibility for broader corporate needs. The allocation also provides a baseline for future monitoring through subsequent disclosures and financial statements.

Valuation report clarification and corrected date

One of the key corrections relates to the valuation report. Som Distilleries clarified that a valuation report was not mandatory for an allotment below 5%, but it obtained the report as a corporate governance practice.

The corrigendum also corrected the report date from September 3, 2026, to September 2, 2026. The company cited Independent Registered Valuer Sanka Hari Surya as the issuer of the valuation report. This adjustment is positioned as a disclosure correction rather than a change in the transaction terms.

Post-issue shareholding pattern now reflects ESOP dilution

The company revised the post-issue shareholding pattern presented in the AGM materials. The corrigendum says the earlier calculation omitted outstanding Employee Stock Options Plans (ESOPs). The updated presentation reflects ESOPs on a fully diluted basis.

This change does not, by itself, alter the number of warrants proposed, but it changes how the eventual ownership picture is represented if all dilutive instruments are assumed to be exercised or converted. For investors, a fully diluted view is important when assessing promoter ownership, public shareholding, and the potential impact of conversion-based issuances.

Undertaking correction under SEBI ICDR Regulation 163(g)

The corrigendum also updates the explanatory statement for Item No. 4 to include the required undertaking under Regulation 163(g) regarding price recomputation. The company said this replaces a duplicate reference that earlier cited Regulation 163(h).

This is a compliance-focused edit aimed at aligning the shareholder notice with the expected disclosure format for preferential issues under SEBI ICDR rules. The change indicates that the company is responding directly to the stock exchanges’ observations on notice wording.

Voting, record date, book closure, and scrutinizer details

Som Distilleries disclosed the key dates for shareholder eligibility and voting. The record date for determining eligibility for the AGM is September 22, 2026. The register of members and share transfer books will remain closed from September 23, 2026 to September 29, 2026, both days inclusive.

Remote e-voting begins on September 26, 2026, and ends on September 28, 2026. The company has appointed M/s N.K. Jain and Associates as the scrutinizer for the e-voting process. It also said AGM notices about arrangements were published in Financial Express and Jansatta and made available on the company’s website.

Market context: price reference provided in the disclosure set

The filing also references the share price context. Som Distilleries’ share price is stated as ₹74.46 as on September 25, 2026. While the disclosure does not link price movement to the corrigendum, the reference provides investors a point of comparison against the proposed warrant price of ₹77.81.

From a market-read perspective, the difference between the stated market price and the proposed issue price is part of what investors typically evaluate when assessing preferential issuances, alongside conversion terms, dilution, and end-use of funds.

Key facts snapshot

Why the corrigendum matters for governance and disclosure quality

The edits disclosed by Som Distilleries are primarily about tightening compliance and improving shareholder information. Clarifying why the valuation report exists, correcting the report date, and fixing the undertaking reference are typical areas where exchanges seek precision in preferential issue notices.

The post-issue shareholding pattern correction is especially relevant because it changes the way dilution is communicated by including ESOPs on a fully diluted basis. Even without changing the number of warrants proposed, the correction affects how investors read potential ownership outcomes after conversion and other dilutive instruments.

Conclusion

Som Distilleries’ September 21, 2026 corrigendum addresses NSE and BSE observations by refining disclosures tied to the ₹250 million preferential warrant issue to promoter Deepak Arora and by updating the post-issue shareholding presentation. Shareholders will vote on the proposal at the company’s virtual 33rd AGM on September 29, 2026, after the remote e-voting window closes on September 28, 2026.