Viji Finance EGM on April 23, 2026 to Approve ₹357 Crore Warrant Issuance

Viji Finance Limited has announced an Extra-Ordinary General Meeting (EGM) scheduled for April 23, 2026, with a significant agenda to approve the issuance of warrants convertible into equity shares worth ₹357 crores. The meeting represents a major capital raising initiative as the company seeks to strengthen its financial position for business expansion and working capital requirements.

EGM Details and Warrant Issuance Proposal

The EGM will be conducted on Thursday, April 23, 2026 at 11:30 AM (IST) through Video Conferencing (VC) and Other Audio-Visual Means (OAVM), complying with applicable provisions of the Companies Act, 2013 and circulars issued by the Ministry of Corporate Affairs (MCA) and Securities and Exchange Board of India (SEBI).

Parameter: Details Meeting Date: April 23, 2026 Meeting Time: 11:30 AM (IST) Format: Video Conferencing/OAVM Warrant Issue Size: ₹357.00 crores Number of Warrants: 12.75 crore Issue Price: ₹2.80 per warrant

The company proposes to issue up to 12.75 crore warrants convertible into equivalent equity shares to non-promoter investors at ₹2.80 per warrant, including a premium of ₹1.80. The warrants will be convertible within 18 months from the allotment date, with 25% of the consideration payable at subscription and the remaining 75% at conversion.

Fund Utilization and Business Objectives

The proceeds from the warrant issuance will be utilized for specific business objectives aimed at strengthening the company's financial services operations.

Object: Amount (₹ Crores) Percentage Timeline Onward Lending: 270.00 75.64% 12 months General Corporate Purposes: 87.00 24.36% 12 months Total: 357.00 100.00% -

As a Non-Banking Financial Company (NBFC), Viji Finance Limited's primary activity involves onward lending, extending secured and unsecured loans to eligible borrowers in accordance with applicable laws and regulatory guidelines. The major portion of funds will support this core business activity.

Proposed Allottee Details

The warrant issuance will be made to 22 non-promoter investors, with significant allocations to various Hindu Undivided Families (HUFs) and individuals. Key proposed allottees include:

Proposed Allottee: Category Warrants Amount (₹ Crores) Vicky R. Jhaveri HUF: Non-Promoter 1.30 crore 36.40 Rajesh Nanubhai Jhaveri HUF: Non-Promoter 1.30 crore 36.40 Harsha Rajesh Jhaveri: Non-Promoter 1.30 crore 36.40 Manoj Chhaganlal Rathod: Non-Promoter 1.00 crore 28.00 Others (18 allottees): Non-Promoter 7.85 crore 219.80

Shareholding Impact and Regulatory Compliance

Upon full conversion of warrants, the company's paid-up capital will increase from 14.25 crore shares to 27.00 crore shares. The promoter shareholding will dilute from 47.64% to 25.16%, while maintaining control of the company. The issue price of ₹2.80 per warrant has been determined based on SEBI (ICDR) Regulations, considering the higher of 90-day and 10-day volume weighted average prices on NSE.

Shareholder Participation and E-Voting

Electronic copies of the EGM notice will be distributed to shareholders whose email addresses are registered with the company or their Depository Participants. The company will provide electronic platform access through Central Depository Services (India) Limited (CDSL) for member participation. Remote e-voting will be available from April 20, 2026 (9:00 AM) to April 22, 2026 (5:00 PM), with the cut-off date for voting eligibility being April 16, 2026.

The EGM notice and related documents are available on the company's website ( www.vijifinance.com ) and stock exchange websites including BSE, NSE, and Calcutta Stock Exchange. This warrant issuance represents Viji Finance Limited's strategic initiative to enhance its capital base for business growth and operational expansion in the financial services sector.

Source: None/Company/INE159N01027/d0439c7c-b1a1-4341-91a4-d1ac8f9a8f86.pdf

Viji Finance Limited's board of directors concluded their meeting on March 24, 2026, with significant approvals for fund raising through preferential allotment of warrants. The meeting, which commenced at 4:00 PM and concluded at 6:15 PM, addressed the previously announced fund raising proposal and resulted in formal regulatory disclosures to stock exchanges.

Board Meeting Outcomes and Warrant Allotment

The board approved the issuance and allotment of up to 12.75 crore warrants convertible into equivalent equity shares of face value ₹1 each. The warrants are priced at ₹2.80 per warrant, aggregating up to ₹357 crore to non-promoter investors through preferential issue.

Parameter: Details Total Warrants: 12.75 crore Price per Warrant: ₹2.80 Total Consideration: ₹357 crore Allottee Category: Non-promoter investors Face Value: ₹1 per equity share

Comprehensive Investor Details and Shareholding Pattern

The warrant allotment involves 22 non-promoter investors with varying allocation sizes. The largest allocations are designated for Vicky R. Jhaveri HUF, Rajesh Nanubhai Jhaveri HUF, and Harsha Rajesh Jhaveri, each receiving 1.30 crore warrants worth ₹3.64 crore. Upon full conversion, each would hold 4.81% stake in the company.

Major Allottees: Warrants Allocated Consideration Amount Post-Conversion Holding Vicky R. Jhaveri HUF: 1.30 crore ₹3.64 crore 4.81% Rajesh Nanubhai Jhaveri HUF: 1.30 crore ₹3.64 crore 4.81% Harsha Rajesh Jhaveri: 1.30 crore ₹3.64 crore 4.81% Manoj Chhaganlal Rathod: 1.00 crore ₹2.80 crore 3.70% Ashik D Sanghvi HUF: 75.00 lakh ₹2.10 crore 2.78%

Warrant Conversion Terms and Timeline

Each warrant is convertible into equivalent number of equity shares within eighteen months from the date of allotment. The payment structure requires 25% of the consideration at the time of subscription and allotment, with the remaining 75% payable upon exercise of options. Unexercised warrants will lapse after eighteen months, and the consideration paid will be forfeited by the company.

Extraordinary General Meeting and Committee Formation

The board scheduled an Extraordinary General Meeting (EGM) for April 23, 2026, at 11:30 AM through video conferencing to seek shareholder approval for the preferential allotment. Additionally, a Preferential Allotment Committee has been constituted to handle matters relating to warrant allotment and their conversion into shares.

Regulatory Compliance and Disclosures

The preferential issue will be executed in accordance with Section 62(1)(c) of the Companies Act, 2013, SEBI (ICDR) Regulations, 2018, and SEBI (LODR) Regulations, 2015. The company has submitted comprehensive disclosures to BSE Limited, National Stock Exchange of India Limited, and Calcutta Stock Exchange Limited as required under Regulation 30.

Compliance Aspect: Details Regulatory Framework: Companies Act 2013, SEBI Regulations Required Approvals: Shareholder approval, stock exchange approvals Continuous Disclosure: Submitted in PDF and XBRL format Trading Window: Opens 48 hours post meeting conclusion

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