LCC Infotech IDC Endorses Open Offer at ₹4.55 Per Share for 26% Stake Acquisition

LCC Infotech Limited's Independent Directors Committee (IDC) has issued its formal recommendation regarding the open offer by Mr. Kunjit Maheshbhai Patel to acquire a significant stake in the company. The committee's assessment, published on March 30, 2026, provides crucial guidance for shareholders considering participation in this corporate transaction.

Open Offer Details and Structure

Mr. Kunjit Maheshbhai Patel is seeking to acquire 4,38,34,271 fully paid-up equity shares of face value ₹10 each, representing 26.00% of LCC Infotech's emerging voting share capital. The acquisition is being conducted under Regulations 3(1) and 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Parameter Details Offer Price ₹4.55 per equity share Total Shares Sought 4,38,34,271 shares Stake Percentage 26.00% Face Value ₹10 per share Payment Method Cash

Grow House Wealth Management Private Limited serves as the Manager to the Offer, with SEBI Registration No. INM000013262. The offer follows a structured timeline with key dates including the Public Announcement on January 31, 2026, and the tendering period scheduled from April 01, 2026, to April 16, 2026.

IDC Composition and Assessment

The Independent Directors Committee comprises three members who conducted a comprehensive evaluation of the offer:

Mr. Ramesh Kumar Pandey (DIN: 10701968) - Chairperson

Priti Lakhotia (DIN: 07314837) - Member

Chanchal Kedia (DIN: 03473849) - Member

All IDC members confirmed their independence, stating they hold no equity shares in LCC Infotech and have no contracts or relationships with either the target company or the acquirer beyond their directorial positions. The committee also disclosed that none of its members have traded in the company's securities during the 12 months prior to the Public Announcement or since its publication.

Committee's Recommendation and Rationale

The IDC unanimously concluded that the open offer is fair and reasonable based on several key factors:

Regulatory Compliance: The committee confirmed the ₹4.55 offer price aligns with parameters prescribed by SEBI (SAST) Regulations, 2011, particularly Regulations 8(1) and 8(2).

Documentation Review: The IDC thoroughly examined all relevant documents including:

Public Announcement dated January 03, 2026

Detailed Public Statement published January 09, 2026

Draft Letter of Offer dated February 13, 2026

Final Letter of Offer dated March 24, 2026

Trading Status: The committee noted that LCC Infotech's equity shares are frequently traded, meeting the criteria under Regulation 2(1)(j) of SEBI SAST Regulations.

Revised Timeline and Key Dates

The offer schedule has been updated with several revised dates to ensure proper compliance and shareholder participation:

Activity Revised Date Day Tendering Period Commencement April 01, 2026 Wednesday Tendering Period Closure April 16, 2026 Thursday Payment of Consideration April 30, 2026 Thursday Identified Date March 13, 2026 Friday

Shareholder Advisory

The IDC specifically advised shareholders to independently evaluate the open offer against current market prices and other investment opportunities before making participation decisions. This recommendation emphasizes the importance of individual due diligence in corporate transactions.

The committee's assessment provides shareholders with professional guidance while maintaining that the ultimate investment decision rests with individual stakeholders. The unanimous approval by all three independent directors adds credibility to the recommendation, though shareholders should consider their own financial circumstances and investment objectives when responding to the offer.

LCC Infotech Limited has announced the successful completion of its convertible warrants allotment on preferential basis. The Board of Directors approved the allotment of 20,60,79,171 convertible warrants to 40 non-promoter investors during their meeting held on 11th March 2026. The meeting commenced at 05:15 PM and concluded at 06:00 PM.

Warrant Allotment Details

The convertible warrants were issued at a price of Rs. 4.55 per warrant, comprising a face value of Rs. 2.00 and a premium of Rs. 2.55. The company received an aggregate amount of Rs. 23,44,15,058 as warrant subscription price, calculated at Rs. 1.1375 per warrant, representing 25% of the total issue price.

Parameter: Details Total Warrants Allotted: 20,60,79,171 Issue Price per Warrant: Rs. 4.55 Face Value: Rs. 2.00 Premium: Rs. 2.55 Subscription Amount Received: Rs. 23,44,15,058 Number of Allottees: 40 Category: Non-Promoter

Conversion Terms and Timeline

Each convertible warrant is exchangeable for one fully paid-up equity share of the company. The warrant holders can exercise their conversion option by paying the remaining 75% of the issue price, amounting to Rs. 3.4125 per warrant. The conversion period extends for 18 months from the allotment date, and warrants can be exercised in one or more tranches during this timeframe.

Major Allottees

The warrants were distributed among various individual and institutional investors. The largest allocations went to Kushang Surendrakumar Thakkar, Thakor Nayana Chandubhai, and Aanshi Tradelink, each receiving 1,95,00,000 warrants. Other significant allottees include Dhruvi Dalsukhbhai Virani with 1,20,47,417 warrants and Vadith Tapadia with 1,15,00,000 warrants.

Top Allottees: Warrants Allocated Post-Conversion Shareholding (%) Kushang Surendrakumar Thakkar: 1,95,00,000 5.20% Thakor Nayana Chandubhai: 1,95,00,000 5.20% Aanshi Tradelink: 1,95,00,000 5.20% Dhruvi Dalsukhbhai Virani: 1,20,47,417 3.22% Vadith Tapadia: 1,15,00,000 3.07%

Regulatory Approvals

The warrant allotment received comprehensive regulatory clearances before execution. The Board of Directors initially approved the proposal on 3rd January 2026, followed by shareholder approval in the Extra Ordinary General Meeting held on 2nd February 2026. Both stock exchanges granted in-principle approvals on 26th February 2026 - BSE Limited through letter number LOD/PREF/KS/FIP/1777/2025-26 and National Stock Exchange through letter number NSE/LIST/52955.

Impact on Share Capital

Currently, the allotment of convertible warrants does not alter the company's paid-up share capital. The change in share capital will occur only upon conversion of the warrants into equity shares when warrant holders exercise their conversion rights and pay the remaining consideration of Rs. 3.4125 per warrant.

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