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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Growth Catalyst6/10
Governance Concern8/10
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Full Announcement
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]