Parmax Pharma Ltd — Board Meeting, 08-06-2026: Board Meeting

Date: June 8, 2026

To,

The General Manager

BSE Limited,

1st Floor, Phiroze Jeejeebhoy Towers,

Dalal Street, Mumbai – 400001.

[Scrip Code: 540359]

Sub: Outcome of the Board Meeting pursuant to Regulations 30 read with Schedule III of the SEBI (Listing Obligations

and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”).

Dear Sir/Madam,

Pursuant to Regulation 30 read with Part-A of schedule III of Securities and Exchange Board of India (Listing Obligations

and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), we wish to inform you that the Board of Directors

(“Board”) of Parmax Pharma Limited (“Company”) at its meeting held today i.e. on June 8, 2026 has, inter-alia, considered

and approved the following:

1. Increase in Authorised Capital from the existing to Rs.10,00,00,000 divided into 1,00,00,000 Equity Shares of Rs.10

each and consequent alteration of Memorandum of Association;

The Board, has approved increase in Authorised Share Capital from the existing ₹ 6,00,00,000 (Rupees Six Crores

Only) divided into 60,00,000 (Sixty lakhs) equity shares of face value of ₹10 (Rupees Ten Only) each to ₹ 10,00,00,000

(Rupees Ten Crore Only) divided into 1,00,00,000 (One Crore) equity shares of face value of ₹10/- each. Accordingly,

the capital clause of the Memorandum of Association will also be substituted subject to the approval of the members

of the Company.

The details regarding issuance of securities under Regulation 30 of Listing Regulations read with read with SEBI

Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 updated on January 30, 2026, (“SEBI Circular”)

are set out in Annexure I.

2. Adopted a new set of Articles of Association in place of the existing Articles of Association of the Company;

The Board has approved for adoption of new set of Articles of Association (“AOA”) in substitution, and to the entire

exclusion of the regulations contained in the existing Articles of Association of the Company. In order to bring the

existing AOA of the Company in line with the provisions of the Companies Act, 2013 in its entirety, the Company

proposed to adopt a comprehensive new set of Articles of Association of the Company (new Articles) in substitution

of and to the exclusion of the existing AOA.

3. Issuance and allotment of equity shares and warrants by way of preferential issue (“Preferential Issue”):

Subject to the approval of shareholders of the Company and such other regulatory or statutory authorities, as may

be required, the Board approved the raising of funds of upto ₹ 19,28,19,682 (Rupees Nineteen crores twenty eight

lakhs nineteen thousand six hundred and eighty-two only), for cash, by creating, issuing, offering and allotting the

following securities of the Company to Proposed Allottees, individuals belonging to Non-Promoter Group category,

by way of a Preferential Issue on a private placement basis:

a) Issuance of 31,37,586 (Thirty one lakhs thirty seven thousand five hundred eighty six) equity shares of the face value

of ₹10/- (Rupee Ten only) each, at an issue price of ₹ 36.50 (Rupees Thirty six point five zero) per Subscription Share

which includes a premium of ₹ 26.50 (Rupees Twenty-six point five zero) per equity share, aggregating to ₹

11,45,21,889 (Rupees Eleven crores forty five lakhs twenty-one thousand eight hundred and eighty nine), not being

less than the price as determined in accordance with the provisions of Chapter V of the SEBI ICDR Regulations.

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b) Issuance of 21,45,145 (Twenty one lakhs forty five thousand one hundred and forty-five ) convertible warrants each

carrying a right exercisable by the warrant holder to subscribe to one (1) equity share of the face value of ₹10/-

(Rupees Ten only) each against each Warrant at an issue price ₹ 36.50 (Rupees Thirty-six point five zero) which

includes a premium of ₹ 26.50 (Rupees Twenty-six point five zero) per Warrant, aggregating to ₹ 7,82,97,793 (Rupees

Seven crores eighty-two lakhs ninety-seven thousand seven hundred and ninety three), not being less than the price

as determined in accordance with the provisions of Chapter V of the SEBI ICDR Regulations, which may be exercised

in one or more tranches during the period commencing from the date of allotment of the warrants until expiry of

18 (Eighteen) months from the date of allotment of the warrants (“Preferential Issue”).

The Preferential Issue shall be in accordance with the provisions of the Companies Act, 2013, and the rules made

thereunder, Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“SEBI ICDR

Regulations”), SEBI (Substantial Acquisition and Takeover) Regulations, 2011 (“SEBI SAST Regulations”), the SEBI

Listing Regulations, as amended from time to time and any other applicable law.

Upon consummation of the transaction contemplated herein, the Acquirers (Dhiren Chandulal Shah and Sunil

Chinubhai Shah) and PAC (Dhairya Dhiren Shah, Hiren Pravin Doshi, Sheetal Hiren Doshi, Nirmal Sunilbhai Shah, Rupa

Sunil Shah, Vijay Natvarlal Shiyani, Kamlesh Natvarlal Shiyani, Abhay Chinubhai Shah, Umang Alkesh Gosalia and

Meena Alkesh Gosalia) are seeking to acquire majority voting rights and control of the Company through

combination of (i) Preferential Allotment, (ii) secondary acquisition from the Sellers and (iii) acquisition of equity

shares in the Open Offer.

The Board has fixed the Relevant Date, in terms of provisions of the SEBI ICDR Regulations for determining the floor

price for the Preferential Issue i.e., Tuesday June 2, 2026.

Further, Regulation 166A (2) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“ICDR

Regulations”), we inform you that the Committee of Independent Directors of the Company in today’s meeting has

considered all the aspects relating to the Preferential Issue including pricing and recommended the Issue to the

Board unanimously, in accordance with Regulation 166A of the SEBI (ICDR) Regulations, as the proposed Preferential

Issue would result in a change in control of the Company. The said meeting was attended by all the Independent

Directors of the Company.

The details regarding issuance of securities under Regulation 30 of Listing Regulations read with read with SEBI

Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 updated on January 30, 2026, (“SEBI Circular”)

are set out in Annexure II.

4. Convening an Extraordinary general meeting of the Company and related matters

The Board has approved the notice of an Extraordinary General Meeting (“EGM”) of the Company to be held on

Thursday, July 2, 2026 at 11.30 am (IST) through Video Conferencing (VC) / Other Audio Video Means (OAVM) in

accordance with the relevant circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of

India for obtaining the approval of the shareholders of the Company for the matter as discussed above and such

other matters as necessary. The Notice of the Extraordinary General Meeting (“EGM”) shall be submitted separately

in due course.

5. Finalization of cut-off date and remote e-voting period for the Extraordinary general meeting (“EGM”).

The e-voting period for the EGM commences on Monday, June 29, 2026 at 9.00 a.m. and ends on Wednesday, July

1, 2026 at 5.00pm. During this period members of the Company holding shares either in physical form or in

dematerialized form as of June 25, 2026 (cut-off date for E-voting) may cast their vote through remote e-voting.

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6. Appointed Shreyans Jain & Co., Practising Company Secretary as a scrutinizer of the Company for the purpose of

e-voting facilities for the Extraordinary general meeting (“EGM”) of the Company.

The Board has appointed Shreyans Jain, Practicing Company Secretary, Membership No. (FCS: 8519) (COP No. 9801)

of M/s. Shreyans Jain & Co., Company Secretaries, as a Scrutinizer of the Company for conducting the e-voting

process in EGM.

The Board has also discussed the other operational, financial and administrative matters in detail and passed the

necessary resolutions.

Please note that the Board Meeting commenced at 2.00pm and concluded at 3.00 p.m.

The disclosures along with the enclosures shall be made available on the website of the Company at

www.parmaxpharma.com.

This is for your information and records.

Thanking you.

Yours faithfully,

For PARMAX PHARMA LIMITED

Umang A Gosalia

Managing Director

DIN: 05153830

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Annexure I

The details regarding the amendment to Memorandum of Association as required under Regulation 30 and Schedule III of

the Listing Regulations read with the SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated

January 30, 2026 are as under:

Amendment to Memorandum of Association pertaining to increase in Authorised Share Capital:

Summary of amendments in MOA of the Company

Clause No Existing Clause Proposed Amended Clause

V The Authorised Share Capital of the Company is Rs.

6,00,00,000/- (Rupees Six crores) divided into

60,00,000 (Sixty lacs) equity shares of Rs. 10/- (Rupees

Ten) each

The Authorised Share Capital of the Company is Rs.

10,00,00,000/- (Rupees Ten crores) divided into

1,00,00,000 (One Crore) equity shares of Rs.10/-

(Rupees Ten) each

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Annexure II– Preferential Issue

The details regarding the Preferential Issue as required under Regulation 30 and Schedule III of the Listing Regulations read

with the SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 are as under:

Sr.

No.

Particulars Description

1. Type of

securities

proposed to be

issued (viz.

equity shares,

convertibles

etc.)

a) Issuance of 31,37,586 (Thirty one lakhs thirty seven thousand five hundred eighty six)

equity shares of the face value of ₹10/- (Rupee Ten only) each, at an issue price of ₹36.50

(Rupees Thirty six point five zero) per Subscription Share which includes a premium of ₹

26.50 (Rupees Twenty-six point five zero) per equity share, aggregating to ₹ 11,45,21,889

(Rupees Eleven crores forty five lakhs twenty-one thousand eight hundred and eighty nine),

not being less than the price as determined in accordance with the provisions of Chapter V

of the SEBI ICDR Regulations.

b) Issuance of 21,45,145 (Twenty one lakhs forty five thousand one hundred and forty-five )

convertible warrants each carrying a right exercisable by the warrant holder to subscribe

to one (1) equity share of the face value of ₹10/- (Rupees Ten only) each against each

Warrant at an issue price ₹ 36.50 (Rupees Thirty-six point five zero) which includes a

premium of ₹ 26.50 (Rupees Twenty-six point five zero) per warrant, aggregating to ₹

7,82,97,793 (Rupees Seven crores eighty-two lakhs ninety-seven thousand seven hundred

and ninety three), not being less than the price as determined in accordance with the

provisions of Chapter V of the SEBI ICDR Regulations, which may be exercised in one or

more tranches during the period commencing from the date of allotment of the warrants

until expiry of 18 (Eighteen) months from the date of allotment of the warrants

(“Preferential Issue”).

2. Type of

issuance

(further public

offering, rights

issue,

depository

receipts

(ADR/GDR),

qualified

institutions

placement,

preferential

allotment etc.)

Preferential Issue on a private placement basis in accordance with the provisions of the

Companies Act, 2013 and the rules made thereunder, provisions of Chapter V of Securities and

Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as

amended, the Securities and Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, as amended and any other applicable laws.

3. Total number of

securities

proposed to be

issued or the

total amount for

which the

securities will be

issued

(approximately);

a) Issuance of 31,37,586 (Thirty one lakhs thirty seven thousand five hundred eighty six)

equity shares of the face value of ₹10/- (Rupee Ten only) each, at an issue price of ₹36.50

(Rupees Thirty six point five zero) per Subscription Share which includes a premium of ₹

26.50 (Rupees Twenty-six point five zero) per equity share, aggregating to ₹ 11,45,21,889

(Rupees Eleven crores forty five lakhs twenty-one thousand eight hundred and eighty nine).

b) Issuance of 21,45,145 (Twenty one lakhs forty five thousand one hundred and forty-five )

convertible warrants each carrying a right exercisable by the warrant holder to subscribe

to one (1) equity share of the face value of ₹10/- (Rupees Ten only) each against each

warrant at an issue price ₹36.50 (Rupees Thirty-six point five zero) which includes a

premium of ₹ 26.50 (Rupees Twenty-six point five zero) per warrant, aggregating to ₹

7,82,97,793 (Rupees Seven crores eighty-two lakhs ninety-seven thousand seven hundred

and ninety three).

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The Preferential Issue will be undertaken for cash consideration. An amount equivalent to 100%

(one hundred percent) of the consideration shall be payable by the Proposed Allottees at the

time of subscription and allotment of such number of equity shares. For warrants, an amount

equivalent to 25% (Twenty-Five per cent) of the Per warrant Price shall be payable to the

Company at the time of allotment of the warrants, and the balance 75% (Seventy-Five per cent)

of the Per warrant Price shall be payable to the Company upon exercise of the option attached

to the relevant warrants for conversion to the equity shares.

4. In case of preferential issue, the listed entity shall disclose the following additional details to the stock

exchange(s):

(i) Name of the

investor /

Proposed

Allottees/

Proposed

Warrants

Allottees

Sr.no. Name of the Proposed Allottees/

Proposed Warrants Allottees

No. of equity shares

to be issued

No. of warrants

to be issued

1 Dhiren Chandulal Shah 6,04,190 5,35,715

2 Sunil Chinubhai Shah 91,911 81,494

3 Hiren Pravin Doshi 2,17,508 1,92,857

4 Umang Alkesh Gosalia 3,42,466 Nil

5 Sheetal Hiren Doshi 24,167 21,429

6 Nirmal Sunilbhai Shah 1,64,832 1,44,715

7 Dhairya Dhiren Shah 1,20,838 1,07,143

8 Rupa Sunil Shah 69,206 61,363

9 Vijaykumar Natvarlal Shiyani 1,61,117 1,42,857

10 Kamlesh Natvarlal Shiyani 1,61,974 1,43,286

11 Abhay Chinubhai Shah 3,22,235 2,85,715

12 Urvi Manish Kothari 2,85,714 1,42,857

13 Mili Saumil Shah 2,85,714 1,42,857

14 Fredun Nariman Medhora 2,85,714 1,42,857

Total 31,37,586 21,45,145

(ii) Post allotment

of securities -

outcome of the

subscription,

issue price /

allotted price

(in case of

convertibles),

number of

investors;

Details of shareholding of the Proposed Allottees, prior to and after the proposed Preferential

Issue, is as under:

Name of the

Proposed Allotees

Pre-preferential allotment

as on June 5, 2026

Post-preferential

Allotment*

No. of Eq.

shares

% No. of

Eq. shares

%

Dhiren Chandulal

Shah Nil 0.00 11,39,905 12.63

Sunil Chinubhai

Shah Nil 0.00 1,73,405 1.92

Hiren Pravin Doshi Nil 0.00 4,10,365 4.55

Umang Alkesh

Gosalia 2,00,000 5.35 5,42,466 6.01

Sheetal Hiren

Doshi Nil 0.00 45,596 0.51

Nirmal Sunilbhai

Shah 32,500 0.87 3,42,047 3.79

Dhairya Dhiren

Shah Nil 0.00 2,27,981 2.53

Rupa Sunil Shah Nil 0.00 1,30,569 1.45

Vijaykumar

Natvarlal Shiyani Nil 0.00 3,03,974 3.37

Kamlesh

Natvarlal Shiyani 7,500 0.20 3,12,760 3.47

Abhay Chinubhai

Shah Nil 0.00 6,07,950 6.74

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Urvi Manish

Kothari Nil 0.00 4,28,571 4.75

Mili Saumil Shah Nil 0.00 4,28,571 4.75

Fredun Nariman

Medhora Nil 0.00 4,28,571 4.75

Note:

% of holding of the equity shares to be allotted are calculated based on post-preferential shareholding assuming allotment of 31,37,586

Equity Shares and conversion 21,45,145 Warrants to Equity Shares (assuming full conversion).

* The above shareholding details of the Proposed Allotees in the Company, only represents the shareholding before and after the proposed

Preferential Allotment.

Issue Price:

1. For equity shares - Issue Price of ₹ 36.50 (Rupees Thirty-six point five zero) per Subscription

Share which includes a premium of ₹ 26.50 (Rupees Twenty-six point five zero) per equity

share

2. For convertible warrants - Issue Price of ₹ 36.50 (Rupees Thirty-six point five zero) per

warrant which includes a premium of ₹ 26.50 (Rupees Twenty-six point five zero) per

warrant

Number of Investors: 14 (Fourteen)

(iii) In case of

convertibles -

intimation on

conversion of

securities or on

lapse of the

tenure of the

instrument;

Not Applicable

(iv) Any

cancellation or

termination of

proposal for

issuance of

securities

Including

reasons thereof

Not applicable

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