Rose Merc Limited Completes Equity Warrant Allotment and Major Corporate Restructuring

Rose Merc Limited has successfully completed its board meeting held on March 24, 2026, announcing significant corporate developments including the allotment of equity warrants, subsidiary status changes, and strategic appointments. The board meeting, which commenced at 4:00 PM and concluded at 5:45 PM, addressed multiple key agenda items in compliance with SEBI regulations.

Equity Warrant Allotment Completed

The company has successfully allotted 3,55,723 equity warrants convertible into equity shares on a preferential basis for cash. This follows the in-principal approval granted by BSE vide letter no. LOD/PREF/DA/FIP/1859/2025-26 dated March 11, 2026.

Parameter: Details Total Warrants Allotted: 3,55,723 Issue Price per Warrant: ₹90.00 (including premium of ₹80.00) Total Consideration: ₹3,20,15,070.00 Amount Received (25%): ₹80,03,767.50 Conversion Period: 18 months from allotment date

Warrant Allottee Distribution

The warrants have been allocated among 13 investors across promoter and non-promoter categories. The largest individual allocation went to Tanveersingh Ahuja with 1,11,000 warrants, followed by Amitkumar Yogendra Singh and Niti Trivedi with 55,556 warrants each.

Category: Number of Warrants Key Allottees Promoter: 11,111 Kirti Chunilal Savla Non-Promoter: 3,44,612 Tanveersingh Ahuja (1,11,000), Amitkumar Yogendra Singh (55,556) Total Investors: 13 Across both categories

Subsidiary Status Changes

The board approved significant changes in subsidiary holdings, resulting in two companies transitioning from subsidiary to associate status:

Rahi Pakhle RM Private Limited: Following director resignation from the board, the company's status changed to associate. The entity contributed ₹75,000 in revenue (0.009% of total) and had a net worth of ₹58,330 (0.017% of total).

Kaale and Rose Merc Advisors Private Limited: The board approved the sale of 49% equity stake for ₹49,000, along with director resignation, changing its status to associate company. The entity generated ₹5,70,000 in revenue (0.072% of total) with a negative net worth of ₹1,65,612.06.

Strategic Appointments and New Acquisition

The board appointed Mr. Vikas Phadnis as Advisor-Strategy and Growth. Phadnis brings extensive experience as co-founder of Lighthouse Learning Group and has successfully built education enterprises over two decades.

Additionally, the company completed its investment in Abaca Care Private Limited, acquiring a 48% stake for ₹48,000. The target company operates in the organic healthcare sector, developing homeopathy pain relief products, and was incorporated on May 17, 2023.

Investment Details: Specifications Target Company: Abaca Care Private Limited Stake Acquired: 48% Investment Amount: ₹48,000 Industry: Organic healthcare Status: Now subsidiary of Rose Merc

The comprehensive board meeting outcome reflects Rose Merc Limited's strategic focus on capital raising through warrant allotment while optimizing its subsidiary portfolio and strengthening advisory capabilities for future growth initiatives.

Rose merc Limited has announced the grant of employee stock options under its newly established RML Employee Stock Option Plan 2024. The company's Compensation Committee approved this significant employee incentive initiative during its meeting held on March 24, 2026, demonstrating the organization's commitment to employee retention and motivation through equity participation.

Stock Option Grant Details

The Compensation Committee has granted a substantial allocation of stock options to enhance employee engagement and align interests with company performance. The grant represents a focused approach to employee compensation, targeting specific personnel for equity participation.

Parameter: Details Total Options Granted: 10,00,000 (Ten Lakhs) Number of Recipients: 1 (One) Eligible Employee Face Value per Share: ₹10 Exercise Price: ₹72 per Option Plan Name: RML Employee Stock Option Plan 2024

Vesting and Exercise Framework

The stock options operate under a structured timeline designed to encourage long-term employee commitment. Each stock option entitles the holder to apply for one fully paid-up equity share of the company.

Aspect: Terms Vesting Period: 1 (One) year from grant date Exercise Window: 4 (Four) years from vesting date Exercise Method: Wholly or partly during exercise window Share Conversion: One option converts to one equity share

Regulatory Compliance and Key Features

The RML ESOP 2024 has been structured in accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, ensuring full regulatory compliance. The plan includes comprehensive provisions for various employment scenarios and corporate actions.

Key features of the employee stock option plan include:

Administration by the company's Compensation Committee

Specific provisions for handling options in cases of death, permanent incapacity, resignation, termination, and retirement

Automatic adjustments for corporate actions such as rights issues, bonus issues, stock splits, mergers, or reorganizations

No lock-in restrictions on equity shares allotted upon option exercise

Pari-passu ranking with existing equity shares from allotment date

Corporate Governance and Documentation

The grant was formally communicated to BSE Limited under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Managing Director Vaishali Parkar Kumar signed the disclosure documents, ensuring proper corporate governance protocols were followed.

The comprehensive disclosure includes detailed terms and conditions, pricing formulas, and procedural guidelines for option exercise. Currently, no options have been exercised, and no money has been realized from option exercises, as the grants are newly issued and subject to the one-year vesting period.

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