Nature of the Event

Sudarshan Chemical Industries Limited (Acquirer), a promoter of Sudarshan Colorants India Limited (formerly Heubach Colorants India Limited) (Target Company), has acquired 36,68,036 equity shares representing 15.89% of the equity share capital of the Target Company from Sudarshan Europe B.V. (Seller), a promoter of the Target Company and a Wholly Owned Subsidiary of the Acquirer. The acquisition was made under the exemption provided in Regulation 10(1)(a)(iii) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (SEBI SAST Regulations).

Key Quantitative Figures

  • Number of shares acquired: 36,68,036 equity shares
  • Percentage of share capital: 15.89%
  • Total consideration: INR 150,75,62,796 (Indian Rupees One Hundred and Fifty Crore Seventy-Five Lakh Sixty-Two Thousand Seven Hundred and Ninety-Six only)
  • Price per share: INR 411 per equity share
  • SEBI fee paid: INR 177,005.90 (comprising non-refundable fee of INR 150,005.90 and GST of INR 27,000)
  • Volume weighted average market price (VWAP): INR 391.62 for 60 trading days preceding the notice date

Dates of Action

  • Date of acquisition: 1st October, 2026
  • Regulation 10(5) notice to stock exchanges: 17th August, 2026
  • Regulation 10(6) report to stock exchanges: 1st October, 2026
  • Regulation 10(7) report to SEBI: 19th October, 2026
  • SEBI fee payment date: 13th October, 2026

Parties Involved

  • Acquirer: Sudarshan Chemical Industries Limited
  • Target Company: Sudarshan Colorants India Limited (formerly Heubach Colorants India Limited)
  • Seller: Sudarshan Europe B.V.
  • Persons Acting in Concert (PACs): Sudarshan Switzerland HLD1 AG (formerly Heubach Holding Switzerland AG and Colorants International AG) and Sudarshan Switzerland HLD2 AG (formerly Heubach EBITO Chemiebeteiligungen AG and EBITO Chemiebeteilgungen AG)
  • Stock Exchanges: BSE Limited and National Stock Exchange of India Limited
  • Regulator: Securities and Exchange Board of India (SEBI)

Shareholding Impact

Pre-acquisition shareholding:

  • Sudarshan Chemical Industries Limited: 0 shares (0.00%)
  • Sudarshan Switzerland HLD1 AG: 84,39,385 shares (36.56%)
  • Sudarshan Switzerland HLD2 AG: 41,09,426 shares (17.80%)
  • Total Acquirer + PACs: 1,25,48,811 shares (54.36%)
  • Sudarshan Europe B.V. (Seller): 36,68,036 shares (15.89%)

Post-acquisition shareholding:

  • Sudarshan Chemical Industries Limited: 36,68,036 shares (15.89%)
  • Sudarshan Switzerland HLD1 AG: 84,39,385 shares (36.56%)
  • Sudarshan Switzerland HLD2 AG: 41,09,426 shares (17.80%)
  • Total Acquirer + PACs: 1,62,16,847 shares (70.26%)
  • Sudarshan Europe B.V. (Seller): 0 shares (0.00%)

Financial and Operational Impact

The acquisition represents an internal restructuring within the Sudarshan Chemical Group. There is no change in the consolidated total shareholding of the Promoter and Promoter Group in the Target Company as a result of this transaction.

Payment Details

The Acquirer paid an amount of INR 177,005.90 (non-refundable fee of INR 150,005.90 and GST of INR 27,000) to SEBI on 13th October, 2026 through NEFT (UTR no. IN52628600714012) from bank account no. 000551000049 maintained with ICICI Bank Limited (IFSC Code: ICIC0000005).

Historical Context from Annexures

The annexures provide details of previous acquisitions and disclosures:

  • 4th March 2025: Sudarshan Europe B.V. acquired 41,09,426 shares (17.80%) indirectly through acquisition of Heubach Ebito Chemiebeteiligungen AG
  • 5th March 2025: Sudarshan Europe B.V. indirectly acquired 84,39,385 shares (36.56%) through acquisition of Global Pigment Business Operations of Heubach Group
  • 6th October 2025: Sudarshan Europe B.V. acquired 36,68,036 shares (15.89%) through an open offer at INR 602.03 per share

Compliance Declarations

The Acquirer confirmed that:

  • The acquisition price is not higher by more than 25% of the VWAP calculated price
  • Both transferor and transferee have complied with Chapter V disclosure requirements of SEBI SAST Regulations during the 3 years prior to the acquisition
  • All conditions specified under Regulation 10(1)(a)(iii) have been duly complied with

#Tags: #SudarshanChemical #SudarshanColorants #SEBIDisclosure #SASTRegulations #PromoterShareTransfer #Neutral