RLF Ltd Board Approves Conversion of Unsecured Loan into Equity Shares for Promoter Group
RLF Limited announced that its Board of Directors approved several key resolutions, including the conversion of an outstanding unsecured loan into equity shares for the Promoter Group. The company also approved a new set of Articles of Association (AOA) and the convening of an Extra-Ordinary General Meeting (EGM).During the meeting held on June 17, 2026, the Board considered and approved a Memorandum of Understanding (MOU)/Loan Agreement between RLF Limited and Aditya Khanna (Managing Director) and Ashish Khanna (Director). This agreement concerns the settlement of an outstanding unsecured loan through conversion into equity shares.
The approved transactions related to this loan settlement include:
- Loan Amount: Up to ₹ 1,36,50,000.
- Mode of Settlement: Conversion into Equity Shares on a preferential basis, subject to necessary approvals.
- Shares to be Issued: Up to 13,00,000 Equity Shares.
- Issue Price: ₹ 10.50 per share.
The Board approved the issuance and allotment of these equity shares to the Promoter Group for the conversion of the unsecured loan. The transaction is classified as a Related Party Transaction, as the proposed allottees belong to the Promoter/Promoter Group of the Company. It was noted that this preferential allotment will not result in any change in management or control of RLF Limited.
Board Approves New Articles and General Meeting Plan
In addition to approving the loan conversion, the Directors took approval for the adoption of a new set of Articles of Association (AOA) for the Company, bringing the document in line with current laws and governance practices under the Companies Act, 2013. The company also approved convening an Extra-Ordinary General Meeting (EGM) and the draft Notice of the EGM along with its explanatory statement.Furthermore, Mr. Sumit Bajaj (Membership No. 45042), Proprietor of M/s Sumit Bajaj & Associates, Practicing Company Secretaries, was appointed as Scrutinizer for conducting the remote e-voting process and e-voting during the EGM to ensure a fair and transparent process.
Preferential Allotment Details
The details regarding the issuance of Equity Shares through the conversion of the unsecured loan are as follows:| Particulars | Detail |
|---|---|
| Type of Securities Proposed | Equity Shares |
| Nature of Issuance | Conversion of outstanding unsecured loan into Equity Shares by way of Preferential Issue. |
| Total Amount for which Securities will be Issued (approx.) | Up to ₹ 1,36,50,000 |
| Issue Price per Share | ₹ 10.50/- |
| Number of Allottees | 2 |
The preferential issue details show the status of the two related parties:
| Name of the Propose d Allottee | Pre-issue Share Holding | Shares to be Allotted | Post-issue Share Holding |
|---|---|---|---|
| Ashish Khanna | 16,71,952 (Promoter Group) | 6,50,000 | 23,21,952 |
| Aditya Khanna | 16,71,852 (Promoter Group) | 6,50,000 | 23,21,852 |
| TOTAL | 33,43,804 | 13,00,000 | 46,43,804 |
The issuance of Equity Shares is proposed upon conversion of the outstanding unsecured loan extended by the proposed allottees to the Company; consequently, no cash consideration shall be received by the company against this allotment.
Stock Price Movement
RLF Ltd shares settled at ₹9.70 on Wednesday after dipping 0.92%.The stock traded within its intraday range, moving between a low of ₹9.70 and a high of ₹9.99.Disclaimer: Due care and diligence have been taken in compiling and presenting news and market-related content. However, errors or omissions may arise despite such efforts.
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