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ROX Hi-Tech Limited’s Board of Directors convened on August 25, 2025, to approve several key corporate actions critical for the company’s growth and strategic positioning. The meeting focused on increasing the company’s authorized share capital, sanctioning a major fund raising plan, and appointing a distinguished new independent director. These decisions align with ROX Hi-Tech’s broader plans to strengthen its capital base and enhance governance for future expansion.
Key Corporate Developments Approved by the Board
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Authorized Share Capital Enhancement
The Board approved an increase in the Authorized Share Capital from Rs. 25 crore (2.5 crore equity shares of Rs. 10 each) to Rs. 40 crore (4 crore equity shares of Rs. 10 each). This proposal is subject to shareholder approval and requires consequential amendments to the Capital Clause V of the Memorandum of Association. The increase in authorized capital is a preparatory step to support upcoming equity and capital market activities.
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Comprehensive Fund Raising Plan Up to Rs. 15 Crore
ROX Hi-Tech’s Board sanctioned a fund raising of up to Rs. 15 crore through multiple financial instruments, which could include equity shares, preference shares, convertible or non-convertible securities, warrants, depository receipts, debentures, bonds, or any combination thereof. The issuance may occur via preferential allotment, private placement, rights issue, qualified institutional placement, or other permissible methods as per regulatory provisions in India and abroad.
The Strategic Investment Committee, authorized by the Board, will finalize all the critical terms of the fund raise—such as pricing, issue size, timing, and nature of securities—and take necessary actions for implementation subject to regulatory and shareholder approvals. This approach provides flexibility to optimize the capital structure and access funds most beneficial to the company’s growth trajectory.
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Appointment of Major General H. Dharmarajan as Additional Director
The Board appointed Major General H. Dharmarajan (Retired) as an Additional Director on a Non-Executive Independent basis, effective August 25, 2025, pending shareholder approval. Major General Dharmarajan brings extensive leadership experience from his distinguished military career, including key strategic roles and financial planning expertise. His strong background in strategic and operational management is expected to add significant value to the company’s governance and oversight.
Details Behind The Board Decisions
Increase in Authorized Capital
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New limit raised to Rs. 40 crore split into 4 crore equity shares
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Subject to shareholder nod and regulatory requirements
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Capital Clause V amendment in Memorandum of Association will be initiated post-approval
Fund Raising Modalities
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Raising up to Rs. 15 crore in one or more tranches
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Instruments potentially involved: equity shares, preference shares, convertible/non-convertible securities, warrants, etc.
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Methods include preferential offer, private placement, rights issue, qualified institutional placement, or combinations thereof
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Subject to approvals under Companies Act, SEBI ICDR Regulations, and other applicable laws
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Strategic Investment Committee empowered to determine final offering terms and execution details for optimal capital management
Strategic Appointment
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Major General H. Dharmarajan’s profile includes a decorated 36-year military tenure, holding tactical and financial leadership positions
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Holds multiple academic qualifications in defense studies, national security strategy, and HR management
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Former roles include Additional Director General (Financial Planning) at Army Headquarters
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Appointment reinforces independent oversight and governance robustness
Context and Market Implications
These recent Board actions reflect ROX Hi-Tech’s proactive stance to strengthen its financial foundation and governance framework. Increasing authorized capital and raising fresh funds will enable the company to pursue growth initiatives or operational expansions that demand augmented financial resources. Concurrently, the appointment of an accomplished independent director is a governance signal geared toward strategic oversight and enhanced credibility with investors.
From a shareholder perspective, these developments signal potential value accretion prospects while underscoring the company’s adherence to regulatory frameworks and transparent decision-making processes. Market watchers and investors may closely monitor subsequent shareholder meetings for approvals and announcements on the pricing and timing of the fund raising.
As of August 25, 2025, ROX Hi-Tech’s stock trades around Rs. 48.50, reflecting investor interest amid corporate action momentum. The Board’s proactive steps are poised to underpin the company’s medium to long-term growth strategy in a competitive industry landscape.
Source: Capital Market, HT Syndication, Financial Express, Economic Times
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