Nature of the Disclosure
This is a regulatory filing made by IP Rings Limited (Scrip Code: 523638) pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The disclosure, dated June 22, 2026, and signed by Company Secretary M. Sathyanarayanan, informs of the execution of a Business Transfer Agreement and a separate Licensing & Technical Support Agreement.
Key Transaction Details
Parties Involved: The agreement is between IP Rings Limited (the Purchaser) and IPR Eminox Technologies Private Limited (the Seller). IPR Eminox is a Joint Venture Company in which IP Rings Limited holds a 50% shareholding.
Purpose of the Agreement: The purpose is for IP Rings to purchase the manufacturing division of IPR Eminox, which manufactures Exhaust After Treatment Systems. The purchase is structured as a slump sale of the business on a going concern basis. A separate Licensing & Technical Support Agreement was also executed for Design Development.
Significant Terms and Financials
Transaction Structure: The sale is a slump sale, meaning the business undertaking is transferred as a whole for a lump sum consideration without values being assigned to individual assets and liabilities.
Financial Consideration: The total purchase consideration for the slump sale is Re. 1 (One Rupee). This valuation is based on a report from an MCA-approved valuer.
Assets and Liabilities Transferred: With effect from the Transfer Date (to be determined), all current and non-current assets of the manufacturing division will vest in IP Rings Limited. Specifically, IP Rings will take over:
- Fixed Assets worth ₹2.67 Crores
- Working Capital worth ₹2.08 Crores
- Bank Liabilities amounting to ₹3.45 Crores
All these values are based on the audited financial statements of IPR Eminox Technologies.
Performance of the Division: The manufacturing division being acquired reported a turnover of ₹39 Crores during the Financial Year 2025-26.
Assumption of Liabilities: The purchaser (IP Rings) will assume all liabilities and obligations related to the manufacturing business, including long-term and short-term loans and the Assumed Liabilities, and will be solely responsible for their discharge from the Transfer Date.
Impact and Relationship
Management & Control: The disclosure explicitly states that there is no impact on the management of the listed entity (IP Rings Limited) due to this transaction.
Related Party Transaction: Since IP Rings Limited holds a 50% stake in IPR Eminox Technologies, the transaction is classified as a related party transaction. The company states that the transaction was conducted at an "arm's length" basis, justified by the valuation report from the MCA-approved valuer.
Other Disclosures: The company reported no other disclosures related to potential conflicts of interest or nominee directors. The sections regarding rescission, amendment, or alteration of the agreement are marked as Not Applicable.