On June 17, 2025, the Board of Directors of Pelatro Limited, a Bengaluru-based enterprise communications and software solutions provider, announced several key decisions during its scheduled meeting. The outcomes, which have been officially disclosed in accordance with Regulation 30 of the SEBI (LODR) Regulations, 2015, include a preferential equity allotment, auditor appointment, and director commission approval.

Preferential Allotment to Atlanta Capital

The most notable development from the board meeting is the approval for a preferential issue of equity shares amounting to approximately ₹7 crore. The Board has approved the issuance of 1,90,736 equity shares of face value ₹10 each at a price of ₹367 per share (including a premium of ₹357 per share). The issue price was rounded off from ₹366.70 to ₹367 for simplicity and clarity in allotment.

The shares are proposed to be allotted to Atlanta Capital Private Limited (ACPL). Once allotted, ACPL will hold approximately 1.80% of the company’s total post-issue paid-up share capital.

The preferential issue is being carried out in compliance with Chapter V of the SEBI (ICDR) Regulations, 2018, and is subject to the approval of shareholders at the company’s Annual General Meeting (AGM), along with other necessary regulatory approvals. The shares will be issued for cash consideration, and no convertible instruments are involved in this issue.

Appointment of Statutory Auditors

The Board also approved the appointment of M/s. P. Chandrasekar LLP as the Statutory Auditors of the company for a five-year term, commencing from FY2025-26 to FY2029-30, subject to shareholders' approval at the upcoming AGM.

Founded in 1988, M/s. P. Chandrasekar LLP is a reputed audit firm known for its services in Audit and Assurance, Taxation, Capital Restructuring, IND AS compliance, IFC, and Management Consultancy. Led by Mr. P. Chandrasekaran and a team of ten seasoned partners, the firm has built a reputation for maintaining high professional standards and ethical governance.

Commission to Non-Executive and Independent Directors

Another item approved by the Board was the commission to Non-Executive and Independent Directors. A total commission of ₹15 lakh will be disbursed, with ₹5 lakh allocated to each eligible director. This remuneration is also contingent upon shareholder approval during the AGM.

Approval of AGM Notice and Annual Report

The Board approved the Notice of the Annual General Meeting along with the Annual Report for the Financial Year 2024-25. Both documents have been uploaded to the company’s official website under the financial disclosures and announcements section.

Compliance Certificate and SEBI Master Circular Alignment

Additionally, the company has uploaded a Certificate issued by a Practicing Company Secretary (PCS) affirming compliance with the applicable provisions of SEBI’s ICDR Regulations for the proposed preferential allotment. This aligns with SEBI's Master Circular SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, and the additional compliance guidelines issued on July 13, 2023, and December 31, 2024.

Meeting Duration and Official Filings

The Board Meeting began at 12:00 PM and concluded at 12:45 PM on June 17, 2025. The full outcome and related annexures, including those pertaining to the preferential issue and auditor appointment, have been submitted to the National Stock Exchange of India (NSE) and are available on Pelatro’s corporate website for public access.

Strategic Implications

This preferential allotment is poised to strengthen Pelatro’s financial base and attract strategic investment from a reputed entity like Atlanta Capital. It also demonstrates confidence in the company’s business model and long-term growth trajectory. The appointment of an experienced statutory auditor firm is expected to enhance the company's financial governance and compliance posture.

The decisions taken by the Board indicate Pelatro’s strategic focus on governance, investor confidence, and organizational growth, while preparing for future opportunities in the enterprise communications technology space.

Disclaimer:
This article is for educational and informational purposes only and does not constitute financial advice. Investment decisions should be based on individual risk tolerance and consultation with SEBI-registered advisors. Market conditions are volatile and subject to change. Neither the author nor the platform is responsible for losses arising from use of this information.

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