BSEOthers6d ago · 24 Jul 2026, 05:54 pm

Disclosure under Regulation 30 and Regulation 30A of the SEBI (Listing Obligations And Disclosure Requirements) Regulations, 2015.

India Cements Capital Ltd · 511355

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India Cements Capital Ltd has disclosed under Regulation 30 and Regulation 30A of the SEBI (Listing Obligations And Disclosure Requirements) Regulations, 2015, that it has entered into a Share Purchase Agreement with Mr. Sandeep Jain, Mr. Vikas Garg, and Mr. Rahul Nagar to sell its entire shareholding of 1,08,58,186 Equity Shares, constituting 50.02% of the total share capital of the Company. The transaction will attract an obligation on the Acquirers to make an Open Offer to the public shareholders of the Company in terms of applicable regulation of Securities and Exchange Board of India (Substantial Acquisitions of Shares and Takeovers) Regulation, 2011.

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Earnings Impact5/10
Growth Catalyst6/10
Governance Concern2/10
Regulatory Risk8/10
Balance Sheet Risk4/10
Liquidity Impact7/10
Market Sentiment5/10

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India Cements Capital Ltd - 511355 - Disclosure under Regulation 30A of LODR

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Date: July 24, 2026 Listing Department BSE Limited Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai- 400001 Dear Sir/Madam, Sub: Disclosure under Regulation 30 and Regulation 30A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI (LODR) Regulations”) We have been informed by M/s. Sri Saradha Logistics Private Limited (hereinafter referred to as the “Promoter” or “Promoter Seller”) of India Cements Capital Limited (hereinafter referred to as “Company”) vide its letter dated July 24, 2026, that it has entered into a Share Purchase Agreement (“SPA”) on July 24, 2026 with Mr. Sandeep Jain, Mr. Vikas Garg and Mr. Rahul Nagar (hereinafter referred to as “Acquirers”) pursuant to which the promoter seller proposes to sell its entire shareholding of 1,08,58,186 (One Crore Eight Lakh Fifty Eight Thousand One Hundred Eighty Six) Equity Shares of Rs. 10/- each constituting 50.02% of the total share capital of the Company to the Acquirers. The execution and signing of the above SPA shall attract an obligation on the Acquirers to make an Open Offer to the public shareholders of the Company in terms of applicable regulation of Securities and Exchange Board of India (Substantial Acquisitions of Shares and Takeovers) Regulation, 2011 (“SEBI (SAST) Regulations). The completion of Open Offer and the consummation of the SPA would result in the Acquirers acquiring control over the Company. Please find attached Annexure I to this letter, disclosed pursuant to Regulation 30 and 30A of SEBI (LODR) Regulations and as per the master circular bearing reference number HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated January 30, 2026. Kindly take the same on record. Yours faithfully, For India Cements Capital Limited Company Secretary Annexure - I S. Particulars a. If the listed entity is a party to the Not applicable agreement, i. Details of the counterparties (including name and relationship with the listed entity) b. If listed entity is not a party to the agreement, S. Name of the party Relationship with i. Name of the party No. the Company entering into such an 1. Sri Saradha Logistics Promoter agreement and the Private Limited (SSLPL) relationship with the listed entity; ii. Details of the counterparties to the S. Name of the party Relationship with the agreement (including No. Company name and relationship 1. Sandeep Jain Acquirer with the listed entity); 2. Vikas Garg Acquirer 3. Rahul Nagar Acquirer The Acquirers are not related parties of the Company. iii. Date of entering into the The Share Purchase Agreement has been executed on July agreement 24, 2026. c. Purpose of entering into the The Promoter Seller and the Acquirers have executed a agreement Share Purchase Agreement whereby the Acquirers propose to acquire 1,08,58,186 (One Crore Eight Lakh Fifty Eight Thousand One Hundred Eighty Six) Equity Shares of Rs,10/- each, constituting 50.02% (Fifty Point Zero Two Percent) of the Voting Share Capital of the Company in the manner and terms of the SPA. Further, the proposed transaction shall attract an obligation on the Acquirers to make an open offer as required under SEBI (SAST) Regulations. d. Shareholding, if any, in the entity Shareholding of the Promoter Seller prior to SPA: with whom the agreement is S. Name No. of shares % of executed No. holdings 1. Sri Saradha 1,08,58,186 50.02 Logistics Private Limited Total Shareholding of the Acquirers prior to SPA: S. Particulars No. of % of No. shares holdings 1. Sandeep Jain Nil Nil 2. Vikas Garg Nil Nil 3. Rahul Nagar Nil Nil e. Significant terms of the agreement In terms of the SPA, the Acquirers have agreed to purchase (in brief) from the Promoter Seller and the Promoter Seller has agreed to sell to the Acquirers 1,08,58,186 (One Crore Eight Lakh Fifty Eight Thousand One Hundred Eighty Six) Equity Shares of Rs. 10/- each being 50.02% of the total voting share capital of the Company in the manner and subject to the terms and conditions contained herein. The execution and signing of the above SPA shall attract an obligation on the Acquirers to make an Open Offer to the public shareholders of the Company in terms of applicable regulation of Securities and Exchange Board of India (Substantial Acquisitions of Shares and Takeovers) Regulation, 2011 (“SEBI (SAST) Regulations). The Acquisition of shares under the SPA and the Open Offer is subject to the receipt of applicable approvals, including from the Reserve Bank of India. f. Extent and the nature of impact on Pursuant to the completion of Open Offer and the management or control of the consummation of the Proposed Transaction and subject to listed entity compliance with the SEBI (SAST) Regulations, the Acquirers will acquire and exercise control over the Target Company and will be classified as Promoters of the Target Company in accordance with the provisions of Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. g. Details and quantification of the NIL restriction or liability imposed upon the listed entity h. Whether the said parties are SSLPL (the seller) is the Promoter of the Company. related to promoter/promoter group/group companies in any The Acquirers are not related to promoter/promoter manner. If yes, nature of group/group companies in any manner. relationship i. Whether the N o - T h e t r a n s a c t i o n i s n o t a related party transaction. transaction would fall within related party transactions? If yes, whether the same is done at “arm’s length” j. In case of issuance of shares to the Not applicable parties, details of issue price, class of shares issued; k. Any other disclosures related to such agreements, viz., details of nominee on the board of directors NIL of the listed entity, potential conflict of interest arising out of such agreements, etc. l. In case of rescission, amendment Not applicable or alteration, listed entity shall disclose additional details to the stock exchange(s): i. name of parties to the - agreement ii. nature of the agreement; - iii. date of execution of the - agreement; iv. details and reasons for - amendment or alteration and impact thereof (including impact on management or control and on the restriction or liability quantified earlier) v. reasons for rescission and - impact thereof (including impact on management or control and on the restriction or liability quantified earlier).