Esconet Technologies Limited, formerly known as Esconet Technologies Private Limited, has issued an important corrigendum to its Notice of Extraordinary General Meeting (EGM), originally dispatched on 11th January 2025. The EGM is scheduled for 3rd February 2025 at 3:00 p.m. IST, and the corrigendum addresses certain modifications to Resolution No. 4 of the EGM Notice.

The Corrigendum and Modifications

In the corrigendum, Esconet Technologies details amendments to Resolution No. 4, which pertains to the preferential allotment of shares to Mr. Gaurav Gupta, a non-promoter shareholder. These modifications were introduced in response to instructions from the National Stock Exchange (NSE) regarding the company’s application for in-principle approval for the preferential issue of shares.

Share Swap and Preferential Allotment

The corrigendum outlines the following significant changes:

• Share Purchase Agreement: The company approved entering into a Share Purchase Agreement with Mr. Gaurav Gupta, who currently holds a promoter stake in Fluidech IT Services Private Limited (FISPL).
• Share Subscription Agreement: Esconet also plans to enter a Share Subscription Agreement with FISPL to acquire a 70% post-shareholding stake in the company, subject to regulatory and shareholder approvals.

This acquisition involves the following actions:

1. Share Swap & Preferential Allotment: Esconet Technologies intends to acquire 2,800 equity shares of FISPL from Mr. Gupta, in exchange for the issuance of 102,238 equity shares of Esconet Technologies under preferential allotment.
2. Cash Purchase of Shares: Additionally, Esconet plans to purchase 2,820 shares of FISPL from Mr. Gupta through a cash arrangement.
3. Subscription to New Shares: Esconet will further subscribe to 4,600 new equity shares of FISPL, increasing its shareholding in the target company.

Once the transaction is completed, the paid-up capital of FISPL will rise from 10,000 to 14,600 shares, and Esconet Technologies will hold 70% of the enlarged share capital, becoming the majority shareholder of FISPL.

Other Modifications

The corrigendum also removes certain statements from the original EGM Notice, specifically regarding the guidelines prescribed by the NSE for disclosing the object of the issue. These lines were found to be non-applicable to the current preferential issue, as the issue involves consideration other than cash.

Action Required from Shareholders

Esconet Technologies advises shareholders to refer to the corrigendum along with the original EGM Notice. The e-voting process for the resolutions started on 29th January 2025, and shareholders are encouraged to review the changes and cast their votes accordingly.

Any shareholders who wish to affirm or cancel their votes can directly contact the Scrutinizer or the Company Secretary at the provided email addresses. For further details, the corrigendum and the EGM Notice are available on the company’s website, the NSE website, and other relevant platforms.

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