Prodocs Solutions Ltd

Resolutions proposed via postal ballot

• Resolution 1 (Ordinary): Prodocs USA to acquire remaining 40% of edata Solutions Inc up to USD 1.5m.
• Resolution 2 (Ordinary): Prodocs USA to provide loans/financial assistance to eData Solutions Inc up to USD 1.5m.
• Resolution 3 (Ordinary): RPT with Gemini Innovations Private Limited including guarantee Rs32cr, lease Rs50cr, loan Rs5cr.

Voting status and timeline

• Remote e-voting window: Oct 16, 2026 to Nov 14, 2026.
• Outcome not yet declared; results to be announced within two working days of voting.
• Promoter group and related parties abstain from voting on these resolutions.

Impact on shareholders and governance

• Potential material impact: increased related party exposure and guarantees/leases.
• Acquisition of 40% stake and related-party loans/guarantees may affect risk.
• RPT approvals required arm's-length, ordinary-course compliance.

Counterparties to proceedings

• Counterparties: Prodocs Solutions Inc USA; Manan Hiren Kothari; eData Solutions Inc USA; Gemini Innovations Private Limited.
• Related party transactions include acquisition, loans, guarantees, and leases.

AGM details

• AGM held on 29 September 2026 at 11:00 AM via VC/OVAM.
• End time of the meeting was 11:25 AM.
• Record date for voting entitlements: 22 September 2026.

Resolutions put to vote

• Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Declare dividend on equity shares for year ended 31 March 2026.
• Re-appoint Paresh Bhatelia as director (retiring by rotation).
• Approve material related party transaction with edata solutions inc.
• Borrow funds in excess of limits under section 180(1)(c).
• Create charge on assets under section 180(1)(a).
• Approve loans/guarantees/investments under section 186.
• Approve advance of loans/give guarantee/provide security under section 185.

Voting results

• Resolutions 1–3 passed with 100% in-favour.
• Resolution 4 passed with 100% in-favour.
• Resolutions 5–8 passed; 78.44% of total votes in favour; no votes against.

Dividend details

• Dividend declared: Rs 1 per equity share (fully paid).

Director changes

• Paresh Bhatelia (DIN 01363306) reappointed as director.

Related party transactions

• Approval of material related party transactions with edata solutions inc.

Other material approvals

• Increased borrowing limits; creation of charge on assets; approvals for loans/guarantees/investments under Sections 180, 185, and 186.

AGM Details

• AGM held on 29 September 2026 at 11:00 IST via VC/OAVM.
• 21 members attended via VC; venue deemed at registered office.
• Proxies not applicable due to VC/OAVM.
• e-voting conducted remotely and during AGM; results to be announced.

Resolutions

• Resolution 1: Adopt standalone and consolidated financial statements for FY ended 31 March 2026.
• Resolution 2: Declare dividend of Rs 1 per equity share.
• Resolution 3: Reappoint Paresh Bhatelia, retiring by rotation, as Director (Ordinary Resolution).
• Resolution 4: Approve material related party transactions with DataSolutions Inc. (Ordinary).
• Resolution 5: Borrow funds in excess of prescribed limits under section 180(1)(c) – Special Resolution.
• Resolution 6: Create charge on assets under section 180(1)(a) – Special Resolution.
• Resolution 7: Approve loans/guarantees/security and investments under section 186 – Special Resolution.
• Resolution 8: Approve advance of loan/guarantee/security under section 185 – Special Resolution.

Outcome

• Resolutions deemed to be passed today subject to receipt of requisite votes.

Director Changes

• Paresh Bhatelia appointed as Director; retires by rotation.

Prodocs Solutions Ltd - Closure of Trading Window

Sale of investment in Sevasarthi Info Solution Pvt Ltd

• Board approved sale of 19% stake in Sevasarthi Info Solution to Paresh Pathak.
• Buyer not related to Promoter or Promoter Group.
• Alternate buyer Paresh Pathak replaces Meshram due to non-responsiveness.
• Completion expected within one month from 22 Sept 2026.

Dividend record date and AGM notice

• Record Date for dividend entitlement fixed at 22 September 2026.
• 7th AGM to be held on 29 September 2026 at 4:00 PM via VC/OAVM.

Sale of Sevasarthi stake

• Sale of 19% stake (1,900 shares) in Sevasarthi Info Solution Private Limited approved.
• Sale consideration Rs 19,000; completion within one month.
• Buyer: Mukesh Dhurvaji Meshram; buyer not promoter group; not related to promoter.
• Transaction not a related party transaction.
• Not a slump sale.

Demise of Promoter Group Member

• Prakash Prataprai Kapashi — Promoter Group member.
• Category: Promoter Group member (Individual).
• Date of demise: 22 August 2026.
• Ceases to be part of promoter group under Reg 31A(6)(c); no board or KMP role.
• Shareholding: NIL (0%).
• Intimation received 25 August 2026.
• No interim governance changes announced.

Issue overview

• Public IPO of equity shares including offer for sale.
• Total issue size and net proceeds disclosed; no undersubscription reported.
• Primary uses: software development, IT capex, debt repayment, working capital, GCP, and general corporate purposes.

Utilisation status

• Object 1: software development ongoing; 1.63 crore utilised; 0.02 crore for GCP pending.
• Object 2: IT Capex fully utilised; no unutilised funds.
• Object 3: Debt repayment fully utilised.
• Object 4: Working capital utilised 4.49/4.50; 0.01 unutilised; completed.
• Object 5: GCP utilised 3.27; 0.02 remaining; ongoing.
• Object 6: Issue-related expenses utilised 1.84; 0.33 in Q1 FY27; 0 unutilised.
• Unutilised proceeds totaling 2.83 crore parked in monitoring account and fixed deposits.
• Deviations from offer document: Nil; delays noted for Object 1 and GCP.

Governance & approvals

• All statutory approvals obtained; BSE principal approval noted.
• No material events or regulatory actions affecting viability reported.
• Board approvals for allocations not explicitly stated.

GCP utilisation

• GCP: 3.27 crore utilised; 0.02 crore remaining; ongoing.
• Note: 0.02 crore for GCP pending due to schedule; not reported as deviation.