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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).