BSEInsider Trading / SAST5d ago · 2 Nov 2026, 04:12 pm

The Exchange has received the disclosure under Regulation 29(1) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for Motion JVCo Ltd & PACs

Castrol India Ltd · 500870

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Castrol India Ltd's promoter CGHL has acquired 51% of the company's equity shares, indirectly acquiring sole control through its subsidiary Castrol Limited.

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Earnings Impact5/10
Growth Catalyst6/10
Governance Concern8/10
Regulatory Risk2/10
Balance Sheet Risk4/10
Liquidity Impact7/10
Market Sentiment5/10

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Castrol India Ltd - 500870 - Disclosures under Reg. 29(1) of SEBI (SAST) Regulations, 2011

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Date: November 2, 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G, Dalal Street, Fort, Bandra Kurla Complex, Bandra (East), Mumbai - 400 001 Mumbai - 400 051 E-mail: corp.relations@bseindia.com Email: takeover@nse.co.in Scrip Code: 500870 Symbol: CASTROLIND Castrol India Limited Technopolis Knowledge Park, Mahakali Caves Road, Andheri (East), Mumbai - 400 093 E-mail: investorrelations.india@castrol.com Dear Sir/Madam, Sub: Disclosure under Regulation 29(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, SEBI (SAST) Acquirer CGHL bp on October Underlying Transaction December 23, 2025 between the Acquirer and bp (as amended and/or amended and restated from time to time). CGHL holds 100% (one hundred percent) of the equity share capital of Castrol Limited. Castrol Limited is the promoter of Target Company and holds 50,44,52,416 (fifty crore forty four lakh fifty two thousand four hundred and sixteen) equity shares constituting 51.00% (fifty one percent) of the equity share capital of the Target Company. Consequently, pursuant to completion of the Underlying Transaction, the Acquirer has indirectly acquired: (a) the right to direct the exercise by Castrol Limited of the voting rights attached to its 50,44,52,416 (fifty crore forty four lakh fifty two thousand four hundred and sixteen) equity shares in the Target Company (constituting 51.00% (fifty one percent) of the total voting rights); and (b) sole control over the Target Company. In this regard, please find enclosed the disclosure in the prescribed format being made by the Acquirer in compliance with Regulation 29(1) of the SEBI (SAST) Regulations. Request you to kindly take note of the disclosure and do the needful. [Signature page follows] Disclosure under Regulation 29(1) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Part A - Details of the acquisition Name of the Target Company (TC) Castrol India Limited Target Company Name(s) of the acquirer and persons Motion JVCo Limited Acquirer acting in concert (PAC) with the PAC 1 acquirer PAC 2 PAC 3 PAC 4 PAC 5 Note 1 below) Whether the acquirer belongs to The Acquirer has become a promoter of the Target Company Promoter/Promoter group pursuant to the Underlying Transaction. Please refer to Note 2 below. Name(s) of the Stock Exchange(s) BSE Limited and National Stock Exchange of India Limited where the shares of TC are listed Details of the acquisition as follows Number % w.r.t. total % w.r.t. total share/voting diluted capital wherever share/voting applicable(*) capital of the TC(**) Before the acquisition under consideration, holding of acquirer along with PACs of: a) Shares carrying voting rights Acquirer Nil Nil Nil PAC 1 Nil Nil Nil PAC 2 Nil Nil Nil PAC 3 Nil Nil Nil PAC 4 Nil Nil Nil b) Shares in the nature of encumbrance (pledge/ lien/ non- Nil Nil Nil disposal undertaking/ others) c) Voting rights (VR) otherwise than Nil Nil Nil by equity shares d) Warrants/ convertible securities/ any other instrument that entitles the acquirer to Nil Nil Nil receive shares carrying voting rights in the TC (specify holding in each category) e) Total (a+b+c+d) Nil Nil Nil Details of acquisition a) Shares carrying voting rights 50,44,52,416(2) 51.00%(2) 51.00%(2) acquired b) VRs acquired otherwise than by Nil Nil Nil equity shares c) Warrants/ convertible securities/ any other instrument that entitles the acquirer to Nil Nil Nil receive shares carrying voting rights in the TC (specify holding in each category) acquired d) Shares in the nature of encumbrance (pledge/ lien/ non- Nil Nil Nil disposal undertaking/ others) a) Total (a+b+c+d) 50,44,52,416(2) 51.00%(2) 51.00%(2) After the acquisition, holding of acquirer along with PACs of: a) Shares carrying voting rights Acquirer Nil Nil Nil PAC 1 Nil Nil Nil PAC 2 Nil Nil Nil PAC 3 Nil Nil Nil PAC 4 Nil Nil Nil PAC 5(1) 50,44,52,416 51.00% 51.00% b) VRs otherwise than by equity Nil Nil Nil shares c) Warrants/ convertible securities/ any other instrument that entitles the acquirer to receive shares carrying voting Nil Nil Nil rights in the TC (specify holding in each category) after acquisition d) Shares in the nature of Nil Nil Nil encumbrance (pledge/ lien/ non- disposal undertaking/ others) a) Total (a+b+c+d) 50,44,52,416 51.00% 51.00% Mode of acquisition (e.g. open Please refer to Note 2 below. market/ public issue/ rights issue/ preferential allotment/ inter-se transfer/ encumbrance, etc.) Salient features of the securities Please refer to Note 2 below. acquired including time till redemption, ratio at which it can be converted into equity shares, etc. Date of acquisition of/ date of October 30, 2026 receipt of intimation of allotment of shares/ VR/ warrants/ convertible securities/ any other instrument that entitles the acquirer to receive shares in the TC Equity share capital/ total voting 98,91,22,384 equity shares of INR 5/- each, amounting to INR capital of the TC before the said 494,56,11,920/- acquisition Equity share capital/ total voting 98,91,22,384 equity shares of INR 5/- each, amounting to INR capital of the TC after the said 494,56,11,920/- acquisition Total diluted share/ voting capital of 98,91,22,384 equity shares of INR 5/- each, amounting to INR the TC after the said acquisition 494,56,11,920/- Notes: (1) The Acquirer has completed the acquisition of 100% (one hundred percent) of the equity share CGHL bp on October 30, 2026 Underlying Transaction December 23, 2025 between the Acquirer and bp (as amended and/or amended and restated from time to time). CGHL holds 100% (one hundred percent) of the equity share capital of PAC 5. Pursuant to completion of the Underlying Transaction, the Acquirer has indirectly acquired sole control of PAC 5 and, therefore, PAC 5 has been included as a person acting in concert with the Acquirer. (2) PAC 5 is the promoter of the Target Company and holds 50,44,52,416 (fifty crore forty four lakh fifty two thousand four hundred and sixteen) equity shares constituting 51.00% (fifty one percent) of the equity share capital of the Target Company. Consequently, pursuant to completion of the Underlying Transaction, the Acquirer has indirectly acquired: (a) the right to direct the exercise by Castrol Limited of the voting rights attached to its 50,44,52,416 (fifty crore forty four lakh fifty two thousand four hundred and sixteen) equity shares of the Target Company (constituting 51.00% (fifty one percent) of the total voting rights); and (b) sole control over the Target Company. (*) Total share capital/ voting capital to be taken as per the latest filing done by the company to the stock exchanges under Clause 35 of the Listing Agreement or Regulation 31 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as on September 30, 2026. (**) Diluted share/ voting capital means the total number of shares in the TC assuming full conversion of the outstanding convertible securities/ warrants into equity shares of the TC. [Signature page follows]