BSECompany Update1d ago · 4 Sept 2026, 01:30 pm
Shareholders'' approval for Reclassification of Mr. Ravin Gandhi and Ms. Bela Gandhi from Promoter and Promoter Group category to Public Category shareholders of the Company.
Hester Biosciences Ltd · 524669
✦ AI SummaryPromoter Reclassif.
Hester Biosciences Ltd has announced that its shareholders have approved the reclassification of Mr. Ravin Gandhi and Ms. Bela Gandhi from Promoter and Promoter Group category to Public Category shareholders. The reclassification is subject to necessary approvals from statutory authorities.
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Hester Biosciences Ltd - 524669 - Shareholders' Approval For Reclassification From 'Promoter And Promoter Group' Category To 'Public' Category Shareholders
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4 September 2026
To, To,
BSE Limited National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers, Exchange Plaza,
Dalal Street, Bandra - Kurla Complex,
Mumbai - 400 001 Bandra (E), Mumbai - 400 051
Scrip Code: 524669 Symbol: HESTERBIO
Subject: Shareholders’ approval for Reclassification from ‘Promoter and
Promoter Group’ category to ‘Public’ category shareholders
Reference: Our earlier submissions dated 15 May 2026, 20 May 2026 and 25 July
2026
Dear Sir/Madam:
We refer to earlier submissions and pursuant to the provisions of Regulation 30 read with Regulation
31A of the SEBI Listing Regulations, we would like to inform you that the Members of the Company
vide the ordinary resolution passed through postal ballot on 3 September 2026 have approved with
requisite majority, the Reclassification of Mr. Ravin Gandhi and Ms. Bela Gandhi, part of the Promoter
and Promoter Group from ‘Promoter’ Category to ‘Public’ Category.
The above individuals are now reclassified to “Public” Category Shareholders and will not be reported
as part of the Promoter Shareholders in the shareholding pattern that would be filed by the Company
with the Stock Exchanges under Regulation 31 of the SEBI Listing Regulations, going forward.
The certified true copy of the resolution passed by the Members of the Company and the No-objection
letters of BSE and NSE are enclosed herewith for reference. The voting results have been filed
separately.
You are requested to take the above information on your record.
Sincerely
For Hester Biosciences Limited
Vinod Mali
Company Secretary & Compliance Officer
Enclosure: As above
CERTIFIED TRUE COPY OF THE ORDINARY RESOLUTION PASSED THROUGH POSTAL
BALLOT BY WAY OF E-VOTING BY THE MEMBERS OF THE HESTER BIOSCIENCES LIMITED
ON THURSDAY, 3 SEPTEMBER 2026
Reclassification of persons forming part of the Promoter Group from ‘Promoter’ Shareholder to
‘Public’ Shareholder - Ordinary Resolution:
“RESOLVED THAT in accordance with Regulation 31A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘SEBI (LODR) Regulations, 2015’) (including any statutory modification(s)
or re-enactment thereof, for the time being in force) and in accordance with the No Objection received from
BSE Limited vide letter no. LIST/COMP/SJ/150/2026-27 dated 24 July 2026 and National Stock Exchange of
India Limited vide letter no. NSE/LIST/COMP/HESTERBIO/594/2026-2027 dated 24 July 2026, respectively,
and subject to necessary approvals from such statutory authorities as may be necessary, the consent of the
Members of the Company be and is hereby accorded for reclassification the following person forming part of
Promoters (hereinafter referred to as the (“Outgoing Promoter Shareholders) from “Promoter” Shareholder
to ”Public” Shareholder:
Sr. Name of the Type Number of Shares % of Paid-up
Shareholder held Capital
1 Mr. Ravin Gandhi Promoter 403,320 4.74
2 Ms. Bela Gandhi Promoter 400,635 4.71
“RESOLVED FURTHER THAT pursuant to provisions of Regulation 31A of SEBI (LODR) Regulations, 2015,
the above named Outgoing Promoter Shareholders has confirmed that they are/ have :
1. Not holding more than 10% of the fully paid up equity share capital and voting rights of the Company;
2. Not exercise control over the affairs of the Company, directly or indirectly;
3. Not have any special rights with respect to the Company;
4. Not represented on the Board of Directors of the Company;
5. Not act as a key managerial personnel in the Company;
6. Not a ‘willful defaulter’ as per Reserve Bank of India Guidelines;
7. Not a fugitive economic offender.
and shall at all times from the date of such reclassification, continue to comply with conditions mentioned
under sub regulation (4) of Regulation 31A of SEBI (LODR) Regulations, 2015, post reclassification from
“Promoter” Shareholder to “Public” Shareholder; “
“RESOLVED FURTHER THAT the Company shall continue to comply with conditions mentioned under sub
regulation (3)(c) of Regulation 31A of SEBI (LODR) Regulations, 2015, during and after reclassification from
“Promoter” Shareholder to “Public” Shareholder process.”
“RESOLVED FURTHER THAT Board of Directors and/or the Chief Financial Officer and/or the Company
Secretary of the Company be and are hereby severally authorised to do all such acts, deeds, matters and
things as may be considered necessary, desirable or expedient in this regard as per the applicable laws and
make all necessary filings and to execute all such deeds, documents or writings as are necessary or
expedient, to settle any questions, difficulties or doubt that may arise in this behalf and to represent before
such authorities as may be required and to do and perform all such acts, deeds and things as may be required
to give effect to the above resolution.”
ORDINARY RESOLUTION WAS PASSED WITH THE REQUISITE MAJORITY.
Certified to be true copy
For Hester Biosciences Limited
Vinod Mali
Company Secretary & Compliance Officer
EXPLANATORY STATEMENT SETTING OUT THE MATERIAL FACTS OF SPECIAL BUSINESS
PURSUANT TO SECTION 102 AND 110 OF THE COMPANIES ACT, 2013 AND ADDITIONAL
INFORMATION AS REQUIRED UNDER THE SEBI LISTING REGULATIONS
Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI
(LODR) Regulations, 2015’), has provided a regulatory mechanism for reclassification of Promoter
Shareholder to ‘Public’ Shareholder.
The Board of Directors had received an application dated 14 May 2026 from Mr. Ravin Gandhi and Ms. Bela
Gandhi (“Outgoing Promoter Shareholders”) forming part of Promoter Shareholders to re-classify himself as
Public Shareholder.
The Board of Directors vide resolution passed at the meeting dated 15 May 2026 took note of above
application and granted their consent to proceed with the process of reclassification of status of Outgoing
Promoter Shareholders from “Promoter” Shareholder to “Public” Shareholder subject to necessary approvals
from the stock exchanges where the shares of the Company are listed and further subject to approval of
shareholders of the Company and other appropriate statutory authorities, as may be necessary.
Accordingly, in response to the Company’s application to the Stock Exchanges on 19 May 2026, the Company
received No Objection from the BSE Limited (BSE) vide letter bearing ref. no. LIST/COMP/SJ/150/2026-27
dated 24 July 2026 and National Stock Exchange of India Limited (NSE) vide letter bearing ref. no.
NSE/LIST/COMP/HESTERBIO/594/2026-2027 dated 24 July 2026, respectively for reclassification of
Outgoing Promoter Shareholders from Promoter Shareholder to Public Shareholder.
Details of Outgoing Promoter Group Shareholder are as follows:
Sr. Name of the Shareholder Type Number of Shares % of Paid-up
held Capital
1 Mr. Ravin Gandhi Promoter 403,320 4.74
2 Ms. Bela Gandhi Promoter 400,635 4.71
Vide the application of Outgoing Promoter Shareholders, they have confirmed that:
1. Does not holding more than 10% of the fully paid-up equity share capital and voting rights of the
Company;
2. Does not exercise control over the affairs of the listed entity directly or indirectly
3. Does not have any special rights;
4. Does not represented on the Board of Directors of the Company;
5. Does not act as a key managerial personnel in the Company;
and shall at all times from the date of such reclassification, continue to comply with conditions mentioned
under Regulation 31A of SEBI (LODR) Regulations, 2015, post reclassification from “Promoter” Shareholder
to “Public” Shareholder.
Further, the Outgoing Promoter Shareholders has confirmed in their individual capacity that they are neither
a ‘wilful defaulter’ as per the Reserve Bank of India Guidelines nor a fugitive economic offender.
Further, board confirms that the Company post this reclassification:
1. Will be compliant with the requirement for minimum public shareholding as required under Regulation
38 of SEBI (LODR) Regulations, 2015;
2. Trading in Company’s shares has not been suspended by st
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