Nature of Event

Regulatory disclosure of inter-se transfer of equity shares among promoters and promoter group members under Regulation 10(1)(a)(ii) of SEBI Takeover Regulations, 2011, and corresponding filings under Insider Trading Regulations.

Transaction Details

  • Total Shares Transferred: 13,16,066 equity shares (12.10% of paid-up capital)
  • Transaction Type: Off-market inter-se transfer among promoter group members
  • Transaction Dates: September 9-11, 2026
  • Acquisition Price: ₹40.62 per share (uniform across all transactions)
  • Transaction Value: Approximately ₹53.46 crore
  • Capital Structure: Total share capital unchanged at 10,880,000 equity shares of ₹10 each

Pre-Transaction Filings

  • Regulation 10(5) Filing: Made on September 1, 2026 with BSE Limited
  • Prior Intimation: Submitted at least 4 working days before proposed acquisition
  • Valuation Report: Obtained from independent registered valuer (Gaurang Agarwal, IBBI/RV/06/2021/14187)

Post-Transaction Filings

  • Regulation 10(6) Report: Filed with BSE on September 15, 2026
  • Regulation 10(7) Report: Filed with SEBI and BSE within 21 working days of acquisition
  • Application Fees: ₹1,77,000 paid to SEBI on September 19, 2026
  • Disclosure under Regulation 29(2): Filed on September 11-14, 2026 for all acquirers and sellers
  • Insider Trading Regulations: Compliance with Regulation 7(2) read with Regulation 6(2)

Valuation Details

Independent Valuation Report (Dated: August 31, 2026)

  • Valuation Date: July 31, 2026
  • Valuer: Gaurang Agarwal, Registered Valuer (IBBI/RV/06/2021/14187)
  • Valuation Methodologies:
  • Discounted Cash Flow (DCF): Value per share ₹39.68
  • Comparable Companies Method: Value per share ₹28.04
  • Net Asset Value (NAV): Value per share ₹45.58
  • Final Fair Value: ₹37.76 per share (weighted average of three methods)
  • Acquisition Price Validation: ₹40.62/share is within 25% premium to fair value as required

Key Transactions

September 9, 2026 Transactions

  • Capt. Kuldeep Singh Solanki HUF: Sold 172,800 shares (1.59%) to Ekta Sindhu
  • Col. Girdhari Singh HUF: Sold 109,400 shares (1.01%) to Ekta Sindhu (10,049) and Vritpal Sindhu (99,351)
  • Indu Solanki: Sold 337,833 shares (3.10%) to Vir Sen Sindhu (271,373), Anika Sindhu (10,621), and Dev Sindhu (55,839)
  • Manisha Solanki: Sold 117,800 shares (1.08%) to Vritpal Sindhu
  • Rajshree Rathore: Sold 64,000 shares (0.59%) to Anika Sindhu
  • Yuvraj Singh Solanki: Sold 432,833 shares (3.98%) to Ekta Sindhu (859), Satypal Sindhu (74,621), Dev Sindhu (4,647), and Sarvesh Sindhu (352,706)

September 11, 2026 Transactions

  • Maj Niranjan Singh: Sold 6,200 shares (0.06%) to Ekta Sindhu

Shareholding Impact

  • Pre-Transaction Promoter Holding: 76,42,948 shares (70.25%)
  • Post-Transaction Promoter Holding: 76,42,948 shares (70.25%)
  • No Change in Aggregate: The inter-se transfer did not change overall promoter group ownership
  • PAC Members: 17 other persons acting in concert with unchanged shareholding of 27,97,502 shares (25.70%)

Company Background

  • Incorporation: August 22, 1991
  • Business: Non-Banking Financial Company (NBFC) registered with RBI
  • Primary Activity: Granting Inter Corporate Deposits (ICDs)
  • Listing: BSE Limited (Scrip Code: 530265)

Financial Information

  • Assets Under Management (AUM): ₹155.28 crore as of July 31, 2026
  • Borrowings: ₹106.87 crore as of July 31, 2026
  • Cash & Cash Equivalents: ₹1.28 crore as of July 31, 2026

Compliance Declaration

All parties confirmed compliance with:

  • SEBI Takeover Regulations Chapter V requirements
  • Acquisition price within 25% of independent valuation
  • All regulatory filings completed with SEBI and BSE
  • No change in aggregate promoter group shareholding

Regulatory Framework

All transactions executed under exemption provisions of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Regulation 10(1)(a)(ii) for inter-se transfers among qualifying promoter group members.