Digikore launches Project Abhimanyu, approves Rs 11 crore share issue

Digikore Studios Limited has announced a series of significant decisions following its Board meeting held on February 20, 2026. The company informed the National Stock Exchange under Regulations 30 and 42 of the SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, about multiple strategic developments aimed at reshaping its growth roadmap and capital structure.

The meeting of the Board of Directors commenced at 11:45 pm and concluded at 12:30 pm. During this session, the Board considered and approved several key proposals, including the launch of a strategic initiative titled Project Abhimanyu, conversion of a promoter loan into equity through a preferential issue, induction of a strategic investor, and withdrawal of certain previously approved fund-raising resolutions.

These decisions collectively signal a shift in the company’s growth strategy and financial planning approach.

Launch of Project Abhimanyu

One of the most notable announcements from the Board meeting was the launch of Project Abhimanyu. The company described this initiative as a structured strategic roadmap designed to strengthen its operational, financial and market positioning.

While detailed operational plans were not disclosed in the filing, the initiative appears to encompass areas such as expansion strategy, restructuring plans, digital transformation initiatives and capital optimisation programmes.

The objective of Project Abhimanyu is to enhance long-term value creation and align the company’s resources with its broader strategic goals. For a media and digital content-focused company like Digikore Studios, such initiatives may involve strengthening production capabilities, expanding global client relationships, investing in advanced technologies and improving cost efficiencies.

By formalising its roadmap under a named project, the company is signalling a focused and structured approach to transformation rather than incremental changes.

Strategic initiatives of this nature often aim to address competitive pressures, evolving customer demands and industry disruptions. In the digital entertainment and visual effects space, continuous innovation and operational efficiency are crucial for sustainable growth.

Conversion of promoter loan into equity

Another major decision approved by the Board is the issue and allotment of equity shares on conversion of an unsecured loan of Rs 11 crore provided by the promoter of the company.

The Board approved the preferential issue of equity shares and or other eligible securities aggregating up to Rs 11 crore. This amount includes any premium that may be fixed on such securities, in accordance with applicable law.

The issuance will be carried out under the provisions of the SEBI Issue of Capital and Disclosure Requirements Regulations, 2018 and the Companies Act, 2013. However, the proposal remains subject to approval by the members of the company and necessary regulatory approvals.

To facilitate this process, the company will issue a notice of postal ballot seeking shareholder consent.

Conversion of promoter loans into equity is often viewed as a positive signal by the market. It indicates promoter confidence in the company’s long-term prospects. Instead of seeking repayment in cash, the promoter chooses to convert debt exposure into ownership stake.

Such conversion also reduces the company’s liabilities and strengthens its balance sheet by lowering debt obligations.

In this case, the unsecured loan of Rs 11 crore will be converted into equity through preferential allotment. Preferential issues allow companies to allot shares to specific investors, including promoters, at a price determined under regulatory guidelines.

The disclosure in Annexure A clarifies that the issuance may involve equity shares and or other eligible securities in one or more tranches.

Induction of strategic investor

The Board also approved the induction of a strategic investor. This may involve a potential transfer of promoter shareholding of up to Rs 10 crore worth of corporate promoter equity.

The induction of a strategic investor is expected to strengthen the company’s capital structure and support its long-term strategic objectives.

Bringing in a strategic investor typically provides not only capital but also industry expertise, market access or technological capabilities. Depending on the profile of the investor, this move could enhance Digikore’s competitive positioning.

The potential transfer of promoter shareholding suggests that the promoter may partially dilute its stake to accommodate the new investor.

Strategic investments often indicate confidence in a company’s future direction, particularly when combined with structured initiatives such as Project Abhimanyu.

Withdrawal of increase in authorised share capital

Interestingly, the Board also decided to withdraw an earlier special resolution passed by members to increase the authorised share capital of the company.

Previously, shareholders had approved an increase in authorised share capital from Rs 15 crore divided into 1.5 crore equity shares of Rs 10 each to Rs 25 crore divided into 2.5 crore equity shares of Rs 10 each.

This increase would have required alteration of Clause V of the Memorandum of Association.

After detailed deliberations, the Board resolved to withdraw and rescind this earlier special resolution, subject to shareholder approval at the ensuing general meeting.

Withdrawal of authorised capital increase may indicate a recalibration of fund-raising plans. It suggests that the company may not immediately require expanded authorised capital beyond current limits, possibly due to revised capital planning.

Withdrawal of earlier Rs 45 crore fund-raising resolution

The Board further approved the withdrawal of a previously passed special resolution that authorised the company to raise up to Rs 45 crore through various instruments.

The earlier resolution had permitted creation, offer, issue and allotment of equity shares and or other eligible securities, including promoter warrants and or Qualified Institutions Placement.

This fund-raising plan was approved under Sections 23, 42, 62(1)(c), 179 and other applicable provisions of the Companies Act, 2013, along with relevant SEBI and FEMA regulations.

Now, after deliberation, the Board has decided to rescind and cancel this earlier special resolution, again subject to shareholder approval.

This move indicates that the company is reconsidering its earlier capital raising structure. Instead of a broad Rs 45 crore fund-raising plan, it appears to be focusing on a more targeted Rs 11 crore preferential issue and strategic investor induction.

Such recalibration may reflect evolving business needs or market conditions.

Postal ballot process

To implement these decisions, the company will seek approval of members through the process of postal ballot.

The Board has approved the draft notice of postal ballot and authorised directors or key managerial personnel to issue the same.

M s MV and Associates, Company Secretaries, have been appointed as Scrutiniser for the postal ballot process.

The notice will be sent separately to the stock exchange and members and will also be available on the company’s website and the NSE website.

Postal ballots allow shareholders to vote on key resolutions without the need for a physical meeting. This ensures wider participation and compliance with corporate governance standards.

Regulatory compliance and disclosure

The company has made this disclosure under Regulation 30 of SEBI Listing Regulations, which mandates reporting of material events.

It has also referenced Regulation 42 and relevant SEBI circulars.

The filing includes ISIN details and NSE symbol DIGIKORE, ensuring clarity for investors tracking the stock.

Timely and detailed disclosures strengthen investor confidence and reflect governance discipline.

Strategic implications

The combination of launching Project Abhimanyu, converting promoter loans into equity, inducting a strategic investor and withdrawing earlier broad fund-raising resolutions suggests a strategic reset.

Rather than pursuing aggressive capital expansion through large public or institutional placements, the company appears to be focusing on structured internal strengthening and selective capital infusion.

Promoter loan conversion reduces debt pressure and improves leverage ratios. Induction of a strategic investor can provide both capital and expertise. Withdrawal of earlier resolutions indicates a shift from expansive capital raising to calibrated growth.

This approach may aim to balance financial prudence with strategic ambition.

Investor perspective

For investors, the key aspects to monitor will include:

• Details of Project Abhimanyu and its execution milestones

• Pricing and dilution impact of the Rs 11 crore preferential issue

• Identity and strategic role of the incoming investor

• Financial impact of debt to equity conversion

While withdrawal of earlier fund-raising resolutions may initially raise questions, the overall package of decisions suggests deliberate restructuring rather than uncertainty.

If Project Abhimanyu successfully enhances operational efficiency and market presence, the company could strengthen its competitive position in the digital media and visual effects space.

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