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Stellant Securities plans ₹99.2 cr issue at ₹602 in 2026

STELLANT

Stellant Securities (India) Ltd

STELLANT

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What the company is asking shareholders to approve

Stellant Securities (India) Limited has proposed raising up to ₹99.20 crore through a preferential issue priced at ₹602 per unit. The plan combines two instruments: fully convertible warrants (FCWs) for promoters and equity shares for non-promoter public investors.

The company has scheduled an Extraordinary General Meeting (EGM) for August 24, 2026, where shareholders will vote on the proposed allotments and a related increase in authorised share capital. Stellant Securities said the proceeds are intended to support expansion of its investments and advisory services.

The fundraising is structured as a dual-track issuance, with separate tranches for promoters and a group of up to 50 non-promoter investors. The company has also indicated compliance with SEBI rules on pricing and lock-in for preferential allotments.

Dual-track fundraising: warrants for promoters, shares for public

The preferential issue is split into two parts. The first component involves the issuance of up to 3,48,837 fully convertible warrants to promoter Mangla Rathod and her relatives Saajan Rathod and Mayank Rathod. This promoter tranche is expected to raise up to ₹20.99 crore.

The second component covers the proposed allotment of up to 12,99,143 equity shares to 50 non-promoter public investors. The list of non-promoter investors mentioned includes institutions such as Lloyds Enterprises Limited and individuals such as Vibhoar Agrawal. This public investor tranche is expected to raise up to ₹78.20 crore.

Taken together, the two components add up to the stated fundraise of ₹99.20 crore. Both tranches are priced at ₹602 per share or warrant.

Preferential issue price: premium over face value, VWAP-based

Stellant Securities has set the preferential issue price at ₹602 per share or warrant, which includes a premium of ₹592 over the ₹10 face value. The company said the pricing is based on the volume-weighted average price (VWAP) of its shares on the Bombay Stock Exchange (BSE) preceding the relevant date of July 24, 2026.

The company stated that the issue price is higher than both the 90-day VWAP of ₹578.32 and the 10-day VWAP of ₹601.94. This structure is presented as compliant with SEBI ICDR Regulations.

By explicitly referencing both the 90-day and 10-day VWAP benchmarks, the company has linked the proposed issue price to the standard preferential allotment pricing framework.

Promoter warrants: 18-month conversion window and payment schedule

For the promoter allotment, the company plans to issue fully convertible warrants with an 18-month conversion tenor from the date of allotment. Under the terms described, warrant holders must pay 25% of the issue price at the time of subscription, which is ₹150.50 per warrant.

The remaining 75% is payable at the time the holder exercises the option to convert warrants into equity shares. Stellant Securities stated that if the warrants are not exercised within the 18-month window, they will lapse and the amount already paid will be forfeited by the company.

The equity shares issued on conversion are expected to rank pari-passu with existing equity shares, including for dividend rights.

Public allotment: up to 50 non-promoter investors and lock-in

The public investor portion consists of a proposed preferential allotment of equity shares to a group of 50 non-promoter investors. The company’s note includes references to both institutional and individual investors, indicating a mixed investor base for the tranche.

The company indicated that the equity shares issued to public investors would carry a lock-in of six months from the date of trading approval, as per SEBI ICDR Regulations.

Both the promoter and public investor issues are priced at the same level of ₹602, creating a single pricing reference point across the fundraising.

Authorised share capital to rise to ₹17 crore

Alongside the preferential issue, Stellant Securities is seeking approval to increase authorised share capital from ₹7 crore to ₹17 crore. The company stated that the increase would create an additional one crore equity shares of ₹10 each.

The company also said the change requires an amendment to Clause V of the Memorandum of Association. Separately, in its exchange communication, Stellant Securities described the current authorised capital as ₹7,00,00,000 divided into 70,00,000 equity shares of ₹10 each, and the proposed authorised capital as ₹17,00,00,000 divided into 1,70,00,000 equity shares of ₹10 each.

This step is positioned as a capital-structure adjustment to accommodate the proposed issuance.

Board meeting, trading window closure, and voting dates

Stellant Securities gave prior intimation to BSE about a Board of Directors meeting scheduled for July 24, 2026. The company said the board will consider two capital-related proposals: an increase in authorised share capital and raising funds through a preferential issue, including fixing the issue price.

The company also announced a trading window closure under the SEBI (Prohibition of Insider Trading) Regulations, 2015. It said the window for dealing in its shares will be closed for all Designated Persons and their immediate relatives from July 21, 2026 until 48 hours after the conclusion of the board meeting.

For shareholder approvals, the company indicated that shareholders must vote between August 21 and August 23, 2026 through remote e-voting or attend the physical EGM on August 24, 2026.

Use of proceeds and monitoring arrangement

Stellant Securities stated that the proceeds will be used to fund expansion in investments and advisory services, including expanding investments in listed and unlisted companies and advisory services.

The company also noted the absence of a monitoring agency, which is permitted because the warrant issue size is under ₹100 crore. The company framed this as enabling streamlined deployment of funds towards the stated objectives.

Key facts at a glance

ParameterPromoter WarrantsPublic Equity Shares
InstrumentFully Convertible WarrantsEquity Shares
QuantityUp to 3,48,837Up to 12,99,143
Issue price₹602 per warrant₹602 per share
AmountUp to ₹20.99 croreUp to ₹78.20 crore
Conversion tenor18 months from allotmentN/A
Lock-inAs per SEBI ICDR Regulations6 months from trading approval

Why this matters for shareholders and the market

The proposal combines immediate equity issuance to non-promoter investors with warrants that can convert into equity over an 18-month period. The structure sets out clear payment terms for the promoter warrants, including the 25% upfront amount and the forfeiture clause if conversion is not exercised within the allowed period.

Pricing is central to shareholder evaluation in preferential issues. In this case, the issue price is positioned above both the 90-day and 10-day VWAP benchmarks cited by the company, and the premium over face value has been explicitly stated.

The EGM vote will determine whether the company proceeds with the preferential issue and the authorised capital increase. The next operational milestones are tied to the July 24, 2026 board meeting and the shareholder voting window from August 21 to August 23, 2026, followed by the EGM on August 24, 2026.

Frequently Asked Questions

The company is seeking approval to raise up to ₹99.20 crore through a preferential issue combining promoter warrants and equity shares for non-promoter investors.
Both the fully convertible warrants and equity shares are proposed to be issued at ₹602 per warrant or share, including a ₹592 premium over the ₹10 face value.
Up to 3,48,837 fully convertible warrants are proposed to be issued to promoter Mangla Rathod and her relatives Saajan Rathod and Mayank Rathod.
The warrants have an 18-month conversion window. Subscribers pay 25% upfront (₹150.50) and 75% on exercise; if not exercised within 18 months, the warrants lapse and the upfront amount is forfeited.
The EGM is scheduled for August 24, 2026. Shareholders can vote via remote e-voting between August 21 and August 23, 2026, or attend the physical meeting on August 24.

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