Jalan Transolutions (India) Limited, a well-established company listed on the National Stock Exchange, has recently made a significant corporate decision regarding its authorized share capital. The Board of Directors in their meeting held on October 6, 2025, at the company’s registered office in Delhi, discussed and approved multiple key resolutions related to capital structuring and compliance under SEBI regulations.

One of the primary resolutions passed by the board was the increase in authorized share capital of the company. Previously, Jalan Transolutions had an authorized share capital of Rs. 22 crore, divided into 2,20,00,000 equity shares of Rs. 10 each. After the board’s approval, the authorized share capital has now been increased to Rs. 45 crore, divided into 4,50,00,000 equity shares of Rs. 10 each, maintaining pari-passu rights with existing equity shares. This change reflects the company’s plan to support future expansion, strategic investments, and potential fundraising activities.

The increase in authorized share capital necessitated the alteration of Clause V of the Memorandum of Association (MOA). The board approved substituting the existing clause with a new clause stating the authorized share capital as Rs. 45 crore, divided into 4,50,00,000 equity shares of Rs. 10 each. Such amendments are vital for aligning the corporate structure with the company’s growth objectives and ensuring compliance with the Companies Act, 2013, and SEBI regulations.

Another key decision of the board was to approve the postal ballot notice and the explanatory statement related to this resolution. The board fixed October 3, 2025, as the cut-off date to ascertain the names of members eligible to vote on the proposed resolution through postal ballot. Postal ballot is a commonly used mechanism that allows shareholders to vote on significant corporate matters in a fair and transparent manner without attending physical meetings.

To ensure smooth execution of the postal ballot process, the board appointed Mr. Manoj Kumar Jain, Practicing Company Secretary (COP No. 5629), as the Scrutinizer. The scrutinizer is responsible for overseeing the voting process, validating the results, and ensuring transparency and compliance with statutory requirements. This step reinforces the company’s commitment to good corporate governance and shareholder engagement.

The board also nullified resolutions passed earlier in the year, specifically those passed in the board meeting held on February 4, 2025, and the extraordinary general meeting held on March 11, 2025, regarding the increase in authorized share capital. This decision was made to align prior decisions with the current capital structure proposal and ensure a clear and legally compliant corporate record.

Increasing authorized share capital is a strategic move for any company. It enables the company to issue additional shares in the future for various purposes such as raising equity capital, fulfilling employee stock option plans, or financing expansion projects. By approving this increase, Jalan Transolutions has positioned itself to efficiently fund future growth initiatives and respond to emerging market opportunities.

The board meeting, which commenced at 2:00 PM and concluded at 4:00 PM, also included discussions on other corporate matters, reflecting the proactive approach of the management in aligning the company’s structure and governance with long-term strategic goals. The resolutions passed demonstrate Jalan Transolutions’ commitment to maintaining robust corporate governance standards while ensuring shareholder interests are protected.

The amendment of the Memorandum of Association and the postal ballot process are crucial for ensuring that all statutory formalities are completed. This allows shareholders to actively participate in decision-making and ensures that significant changes, such as increase in authorized capital, are approved with full transparency and legal compliance.

Jalan Transolutions’ decision to nearly double its authorized share capital underscores the company’s readiness to expand operations, explore new investment opportunities, and attract further equity participation. With this strategic move, the company strengthens its financial flexibility and capacity to undertake large-scale projects, acquisitions, or other business ventures in the future.

The appointment of a Scrutinizer for the postal ballot is an essential part of the process, as it ensures the fair and impartial counting of votes and maintains shareholder confidence in corporate governance. Mr. Manoj Kumar Jain, with his experience and credentials, will ensure that the postal ballot process is conducted efficiently and transparently, adhering to the guidelines laid down by SEBI and the Companies Act.

This development is expected to be positively received by shareholders and investors, as it reflects the company’s intention to strengthen its capital base and support future growth plans. The approval to increase authorized capital, along with proper regulatory compliance, ensures that Jalan Transolutions remains well-positioned to capitalize on business opportunities and maintain market competitiveness.

In conclusion, the board meeting of Jalan Transolutions held on October 6, 2025, has resulted in significant decisions, including increase in authorized share capital to Rs. 45 crore, alteration of the MOA, approval of postal ballot for shareholder voting, and appointment of a Scrutinizer. These measures collectively demonstrate the company’s focus on strategic growth, robust governance, and shareholder engagement, setting the stage for a strong and well-capitalized future.

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