Coforge seeks shareholder approval for capital increase and preferential issue via share swap
Coforge Limited is seeking shareholder approval for a significant share swap acquisition of Encora US Holdco, Inc. and Encora Holdings Ltd. (Cayman) through a preferential issue of up to 9,37,96,508 equity shares at ₹1,815.91 each, totaling ₹17,032.60 crore. The company also plans to increase authorized capital and raise up to USD 550 million via QIP.
The proposed preferential issue for acquisition and the potential capital raise of USD 550 million are material events that could significantly impact the company's capital structure, ownership, and future growth trajectory.
The announcement details multiple corporate actions, including a significant acquisition via preferential issue and capital raising. While these are strategic moves, the outcome is subject to shareholder approval, making the immediate sentiment neutral.
Coforge Limited is seeking shareholder approval for several significant corporate actions through a postal ballot. The company plans to increase its authorized share capital from ₹77 crore to ₹102 crore by creating an additional 12.50 crore equity shares of ₹2 each.
Furthermore, Coforge proposes to issue up to 9,37,96,508 equity shares at ₹1,815.91 per share, aggregating ₹17,032.60 crore, on a preferential basis. This issuance is part of a share swap arrangement for the acquisition of shares in Encora US Holdco, Inc. and Encora Holdings Ltd. (Cayman). The total consideration for this preferential issue amounts to ₹1,70,3260,16,842.
Shareholders will also vote on granting special rights and covenants to Encora Holdco Ltd. (UK) and AI Altius Parent (Cayman) Limited, including the appointment of nominee directors and certain restrictions. The company also seeks approval to enhance investment limits under Section 186 of the Companies Act, 2013, allowing for investments and guarantees up to INR equivalent to USD 2.447 billion in excess of prescribed limits. Additionally, Coforge is seeking authorization to raise capital up to INR equivalent to USD 550 million through a Qualified Institutional Placement (QIP) or other permitted means.
The postal ballot notice is being dispatched electronically on December 26, 2025, to members as of December 19, 2025. Remote e-voting will commence on December 27, 2025, and conclude on January 25, 2026. The results are expected to be declared by January 27, 2026.
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Coforge Limited filed this with the NSE as a statutory disclosure, categorised under equity fundraising. It is a primary document, not a recommendation, and the desk marks it high impact, which is the band that most often changes something.
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See the model portfoliosA plain-language summary of a public exchange filing by Coforge Limited. Read the original for the full detail.