Ace Software Exports postal ballot: vote by Dec 6 on 4.52 lakh-share preferential issue

• Type of action: Preferential issue of fully paid-up equity shares on a private placement basis for consideration other than cash
• Total number of shares: Up to 4,52,146 fully paid-up equity shares of face value Rs 10/- each (Explanatory Statement, point 5)
• Issue price: Rs 238/- per equity share, including a premium of Rs 228/- per share (Explanatory Statement, points 1, 5 and 7)
• Aggregate issue size (equity value): Rs 10,76,10,748/- (Explanatory Statement, point 5)
• Allottee: Westbury Solutions Limited, a company incorporated in the United Kingdom (Explanatory Statement, point 1 and table in point 19)
• Consideration: Swap of shares of MUG and MUGC; no cash proceeds to Ace Software Exports (Explanatory Statement, points 1, 2, 3, 5 and 8)
• Cut-off date for voting eligibility: Friday, October 30, 2026 (Postal Ballot Notice, Notes 3 and 7)
• Remote e-voting period: From Saturday, November 07, 2026 at 9.00 a.m. (IST) to Sunday, December 06, 2026 at 5.00 p.m. (IST) (cover of Postal Ballot Notice and BSE letter)
• Deemed meeting date / resolution date: Sunday, December 06, 2026 (BSE letter and Postal Ballot Notice, Notes 2 and 14)
• Result announcement: On or before Tuesday, December 08, 2026 (Postal Ballot Notice, page 3 and Note 12)
• Lock-in: Equity shares to be allotted to Westbury Solutions Limited to be locked in for Twelve months from trading approval; any pre-preferential holding (if any) locked in for 90 trading days (Explanatory Statement, points 20.1 and 20.2)

According to the Special Business – Item No. 1 and Item No. 2 and the Explanatory Statement:

• For MUG:

  • Ace Software Exports proposes to acquire 331 fully paid-up equity shares of MUG of face value £1/- each, representing 32.14% of MUG’s paid-up share capital, from Westbury Solutions Limited (Special Resolution under Item 1).
  • Purchase price: £ 420.09/- per share, aggregating £ 139,049.79 [equivalent to Rs 52,566.78 per share, aggregating to Rs 1,73,99,605.46 at an exchange rate of Rs 125.1333 per GBP] (Special Resolution Item 1 and Explanatory Statement point 1(a)).
  • Consideration to be discharged by issuing up to 72,820 fully paid-up equity shares of Ace Software Exports at Rs 238/- per share, aggregating Rs 1,73,31,160/- (Special Resolution Item 1 and Explanatory Statement point 1(a)).

• For MUGC:

  • Ace Software Exports proposes to acquire 331 fully paid-up equity shares of MUGC of face value £1/- each, representing 32.14% of MUGC’s paid-up share capital, from Westbury Solutions Limited (Special Resolution under Item 2).
  • Purchase price: £ 2179.79/- per equity share, aggregating £ 721,510.49 [equivalent to Rs 2,72,763.82 per share, aggregating to Rs 9,02,84,823.50 at an exchange rate of Rs 125.1333 per GBP] (Special Resolution Item 2 and Explanatory Statement point 1(b)).
  • Consideration to be discharged by issuing up to 3,79,326 fully paid-up equity shares of Ace Software Exports at Rs 238/- per share, aggregating Rs 9,02,79,588/- (Special Resolution Item 2 and Explanatory Statement point 1(b)).

The Explanatory Statement (point 2) states that upon completion of the acquisition of 331 shares each in MUG and MUGC, both entities will become subsidiaries of Ace Software Exports. It describes MUG and MUGC as UK-based companies engaged in price comparison and switching services for consumers in the United Kingdom, and energy procurement and consultancy services for businesses in the United Kingdom. This is cited as the company’s stated strategic rationale for expanding its global footprint.

• Who can vote: Members whose names appear in the Register of Members / list of Beneficial Owners as on the cut-off date Friday, October 30, 2026 are eligible to vote (Postal Ballot Notice, Notes 3, 7 and 8).
• Mode: Only remote e-voting; no physical ballot forms are being sent (Postal Ballot Notice, Notes 2–5).
• Voting window: From 09:00 a.m. IST on Saturday, November 07, 2026 until 5:00 p.m. IST on Sunday, December 06, 2026 (Postal Ballot Notice front and Note 9).
• Deemed meeting date: The resolutions, if approved, will be deemed passed on Sunday, December 06, 2026, the last date for remote e-voting (BSE covering letter and Postal Ballot Notice, Note 14).

The shareholding pattern table in the Explanatory Statement (point 18) shows:

• Total equity shares (fully paid) pre-issue: 1,27,65,904
• Total equity shares (fully paid) post-issue: 1,32,18,050
• Promoter holding (fully paid + partly paid) pre-issue: 56.93%; post-issue 55.55%
• Public shareholding (fully paid + partly paid) rises from 43.07% to 44.45% after issuing 4,52,146 shares to Westbury Solutions Limited.

The company states in the Explanatory Statement (point 19) that there will be no change in control pursuant to this preferential allotment.

The Postal Ballot Notice and Explanatory Statement, including valuation reports and the scrutinizer’s process, are available on the company’s website www.acesoftex.com and on MUFG Intime India Private Limited’s e-voting portal https://instavote.linkintime.co.in/, as referenced throughout the Notice.