Date: 13th July, 2026
Board Meeting Outcomes
The Board of Directors meeting was held on 13th July, 2026, commencing at 1:15 p.m. and concluding at 2:45 p.m. The Board considered and approved the following:
- Accorded in-principle approval for investment of up to ₹58.80 crore in M/s. Siravit Ceramics Private Limited by way of acquisition/subscription of equity/preference shares, resulting in acquisition of up to 49% share capital
- Accorded in-principle approval for investment of up to ₹2.00 crore in M/s. V.S. Industries Private Limited (Nepal) by way of acquisition/subscription of equity shares, resulting in acquisition of up to 50% equity share capital
- Approved additional investment of up to ₹15.00 crore in M/s. Sudha Somany Ceramics Private Limited (subsidiary) by way of subscription to equity/preference shares
Investment Details - Siravit Ceramics Private Limited (Annexure-A)
Target Entity: M/s Siravit Ceramics Private Limited, incorporated on 18th October, 2021
Capital Structure: Authorized Share Capital: ₹14,00,00,000 divided into 1,40,00,000 Equity Shares of ₹10 each; Paid-up Capital: ₹8,60,00,000 divided into 86,00,000 Equity Shares of ₹10 each
Financials: No commercial operations commenced, turnover is Nil for all previous years
Industry: Manufacture and sale of Glazed Vitrified tiles and allied products
Investment Purpose: To set up manufacturing capacity of ~9 million square metres per annum of Glazed Vitrified Tiles to cater future business growth in Southern Market
Transaction Type: Related Party Transaction under SEBI Listing Regulations, but Siravit Ceramics is not a related party of the Company
Promoter Interest: Promoter, Promoter Group and Group Companies have no interest in Siravit Ceramics
Basis: Arm's length basis
Regulatory Approvals: Not Applicable
Timeline: Completion within approximately 90 days from Board Meeting date
Consideration: Cash consideration up to ₹58.8 crores
Shareholding: Company's subscription shall not exceed 49% of share capital
Investment Details - V.S. Industries Private Limited (Nepal) (Annexure-B)
Target Entity: M/s. V.S. Industries Private Limited, incorporated on 27th April, 2026 in Nepal under Company Act 2063(2006)
Capital Structure: Authorized Share Capital: NPR 10,00,00,000 divided into 10,00,000 Equity Shares of NPR 100 each; Paid-up Capital: NPR 50,00,000 divided into 50,000 Equity Shares of NPR 100 each
Financials: Incorporated in current financial year 2026-27, no commercial operations commenced, no turnover for preceding three financial years
Industry: Construction Chemicals
Investment Purpose: To grow presence in Nepal by establishing manufacturing presence in Nepal through joint venture
Transaction Type: Not a Related Party Transaction
Regulatory Approvals: Subject to applicable laws in India/Nepal
Timeline: Completion within approximately 120 days from Board Meeting date, subject to regulatory approvals and completion of documentation
Consideration: Cash consideration up to ₹2 crores, investment to be made in Nepalese Rupees (NPR) according to prevailing exchange rates
Shareholding: Company shall acquire/subscribe up to 50% of equity share capital
Investment Details - Sudha Somany Ceramics Private Limited (Annexure-C)
Target Entity: M/s Sudha Somany Ceramics Private Limited (SSCPL), incorporated on 2nd December, 2015
Capital Structure: Authorized Share Capital: ₹97,00,00,000 divided into 7,70,00,000 Equity Shares of ₹10 each and 2,00,00,000 Preference shares of ₹10 each
Industry: Tile, Sanitaryware, Faucets and other allied products
Financial Performance (Turnover in ₹ Lakhs):
- Financial year 2025-26: 24,306.87
- Financial year 2024-25: 23,034.07
- Financial year 2023-24: 21,890.40
Investment Purpose: To finance proposed capital expenditure towards modernization and upgradation of existing plant and machinery at SSCPL
Transaction Type: Related Party Transaction (SSCPL is a subsidiary company)
Promoter Interest: Promoter/Promoter Group/Group Companies not interested in the transaction except as mentioned
Basis: Arm's length basis
Regulatory Approvals: Not Applicable
Timeline: Within Statutory Time Limits
Consideration: Cash consideration
Cost: Will be informed at time of acquisition
Shareholding: Additional investment of up to ₹15 crores by way of subscription of equity or preference shares in one or more tranches
Compliance Officer
Anuj Kalia, Company Secretary & Compliance Officer (Membership No.: A31850)