Saurashtra Cement Limited received and disclosed a SEBI order dated July 14, 2026 bearing order no. WTM/KCV/CFD/06/2026-27 regarding the Mehta Family Trust's proposed indirect acquisition of shares and voting rights in the company.

The disclosure was made under Regulation 30 of SEBI Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.

Nature of the Event

SEBI granted exemption to Mehta Family Trust from open offer obligations under Regulations 3(2) and 5 of the SAST Regulations 2011 for an internal family reorganization transaction.

Transaction Details

The proposed restructuring involves:

  • Jay Mahendra Mehta transferring 249,999 shares (49.99%) of Galaxy Technologies Private Limited to Mehta Family Trust, resulting in indirect control over Galaxy's 14.57% shareholding in Saurashtra Cement
  • Juhi Chawla Mehta transferring 50.04% of her profit-sharing ratio in Omna Enterprises LLP to Mehta Family Trust, resulting in indirect control over Omna's 9.46% shareholding in Saurashtra Cement

Shareholding Impact

Pursuant to the transaction, Mehta Family Trust together with persons acting in concert will indirectly acquire 24.04% of voting rights in Saurashtra Cement (14.57% through Galaxy and 9.46% through Omna).

The company confirmed that:

  • No change in control or management of the company
  • Aggregate shareholding of promoter and promoter group remains unchanged at 66.62%
  • Public shareholding remains unchanged at 33.38%
  • No direct change in shareholding pattern of the company

Financial Structure

Saurashtra Cement's issued and paid-up share capital is ₹111,287,280 divided into 11,128,728 equity shares of ₹10 each.

SEBI Order Conditions

The exemption is subject to:

  • Completion within one year from July 14, 2026
  • Compliance with Companies Act 2013 and other applicable laws
  • Filing completion report with SEBI within 21 days of acquisition
  • Compliance with SEBI Master Circular No. SEBI/HO/CFD/PoD-1/P/CIR/2023/31 dated February 16, 2023
  • Annual compliance certification from independent auditor
  • No change to trust deed covenants contrary to exemption conditions