Delisting Proposal Details

  • Initial Public Announcement received on 25th May, 2026 from Kreo Capital Private Limited (Manager to the Offer) on behalf of Geetanjali Trading and Investments Private Limited (Acquirer)
  • Acquirer is a member of the promoter group of the Company as defined under SEBI (ICDR) Regulations, 2018
  • Proposal to acquire all 43,91,220 fully paid-up equity shares (25.57% of paid-up capital) held by public shareholders
  • Voluntary delisting from BSE Limited and National Stock Exchange of India Limited
  • Floor Price: ₹252 per equity share (as per Regulation 19A of SEBI Delisting Regulations)
  • Indicative Offer Price: ₹353 per equity share (as per Regulation 20(4) of SEBI Delisting Regulations)

Board Meeting Details

  • Meeting held on 9th June, 2026
  • Commenced at 05:15 PM and concluded at 06:15 PM

Board Decisions

1. Considered and taken on record:

  • Due diligence report dated June 09, 2026 by Mrs. Prerana Jadhav, Peer Reviewed Practicing Company Secretary
  • Share capital audit report dated June 09, 2026 by Mrs. Prerana Jadhav

2. Took on record letter dated 28th May, 2026 from Kreo Capital Private Limited informing floor price of ₹252 per share with supporting certificate dated 25th May, 2026 from Mr. Gaurang Rajesh Shah, Chartered Accountants and Registered Valuer

3. Based on available information, the Board:

  • Provided consent to the Delisting Proposal subject to shareholder approval via postal ballot and other regulatory requirements
  • Certified that:
  • Company is in compliance with applicable securities laws
  • Acquirer and related entities are in compliance with applicable securities laws, including Regulation 4(5) of SEBI Delisting Regulations
  • Proposed delisting is in the interest of shareholders
  • Approved notice of postal ballot to seek shareholder approvals and appointment of M/s. Mayank Arora, Practising Company Secretaries as scrutinizer

Due Diligence Report Findings (Annexure A)

  • Review period: 4th June, 2024 to 3rd June, 2026 (2 years prior to board meeting)
  • Acquirer and related entities hold 1,27,84,480 equity shares (74.43% of paid-up capital) with no change during review period
  • Top 25 public shareholders net bought 2,98,262 shares during review period
  • No connection between acquirer and top 25 public shareholders
  • Certification of compliance with securities laws and no fraudulent activities

Share Capital Structure (As on 3rd June, 2026)

Authorised Capital

  • Equity: 2,90,00,000 shares of ₹10 each = ₹29,00,00,000
  • Preference: 3,10,00,000 shares of ₹10 each = ₹31,00,00,000
  • Unclassified: 5,00,000 shares of ₹10 each = ₹50,00,000

Issued/Subscribed/Paid-up Capital

  • Equity: 1,71,75,700 shares of ₹10 each = ₹17,17,57,000
  • Preference: 0 shares = ₹0
  • Unclassified: 0 shares = ₹0

Listed Capital

  • BSE: 1,71,75,700 shares (100%)
  • NSE: 1,71,75,700 shares (100%)

Dematerialization Status

  • CDSL: 17,00,999 shares (9.90%)
  • NSDL: 1,52,68,099 shares (88.90%)
  • Physical: 2,06,602 shares (1.20%)

Shareholding Pattern (As on 3rd June, 2026)

  • Acquirer/Promoter Group: 1,27,84,480 shares (74.43%)
  • Public Shareholders: 43,91,220 shares (25.57%)

Top Public Shareholders (Other than Acquirer)

1. Sunil Kumar Daga: 1,02,000 shares (0.59%)

2. Rajen Anil Shah: 85,000 shares (0.49%)

3. Jatin Ramesh Shah: 84,840 shares (0.49%)

4. Nehal Trading And Investments Private Limited: 55,000 shares (0.32%)

5. Leposhe Trading Enterprises LLP: 53,595 shares (0.31%)

6. Satya Prakash Mittal: 52,139 shares (0.30%)

7. Chandrakala: 51,728 shares (0.30%)

8. Sonal D Shah: 50,000 shares (0.29%)

9. Rajan Indulal Sheth: 50,000 shares (0.29%)

10. Praveen Kumar: 47,688 shares (0.28%)

Next Steps

  • Shareholder approval through postal ballot process
  • Regulatory approvals as required under applicable laws