BSEInsider Trading / SAST2d ago · 10 Aug 2026, 12:37 pm

The Exchange has received the Disclosures of reasons for encumbrance by promoter of listed companies under Reg. 31(1) read with Regulation 28(3) of SEBI (SAST) Regulations, 2011 on August ....

Stovec Industries Ltd · 504959

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Stovec Industries Ltd has received a disclosure from Print I B.V. regarding encumbrance of shares under Regulation 31(1) of SEBI (SAST) Regulations, 2011. The encumbrance relates to certain rights created under the Shareholders' and Subscription Agreement dated 26 February 2025, which may be considered as an encumbrance under the Takeover Regulations.

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Stovec Industries Ltd - 504959 - Disclosures of reasons for encumbrance by promoter of listed companies under Reg. 31(1) read with Regulation 28(3) of SEBI (SAST) Regulations, 2011.

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0742122E_A29A_4FFC_97A8_284100612872_123721.pdf

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Print IB. V. Raamstraat 1-3, 5831 AT Boxmeer P.O. Box 67, 5830 AB Boxmeer The Netherlands Date: 10 August 2026 To, To, Listing Compliance Department Stovec Industries Limited BSE Limited, [Regd. Office and Factory: Phiroze Jeejeeboy Towers, N.I.D.C, Near Lambha Village, Post Narol, Dalal Street, Ahmedabad - 382405] Mumbai - 400 001 SCRIP CODE: 504959 Dear Sir / Madam, Subject: Disclosure under Regulation 31(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Regulations”) Please note that in relation to the captioned matter, we are enclosing herewith a disclosure pursuant to Regulation 31 (1) of the Takeover Regulations. We wish to clarify that the enclosed intimation pertains to certain rights created under the Shareholders’ and Subscription Agreement dated 26 February 2025 (“SHA”), entered into, amongst inter alia, Print Holdings B.V., Print I B.V., Magenta Holding B.V. Pursuant to the SHA, Print Holdings B.V. has agreed to grant certain rights to Magenta Holding B.V. Given that such rights and arrangements pertaining to the shares of Print I B.V. (the holding company of SPG Prints B.V., i.e., the promoter of Stovec Industries Limited) may be considered to be in the nature of an encumbrance under the Takeover Regulations, this disclosure is being made. We request you to kindly take this on record. Thanking you. Yours faithfully, For and on behalf of Print I B.V. Designation: CEO Designation: CFO Date: 10 August 2026 Date:10 August 2026 Place: Boxmeer, the Netherlands Place: Boxmeer, the Netherlands Print IB. V. Raamstraat 1-3, 5831 AT Boxmeer P.O. Box 67, 5830 AB Boxmeer The Netherlands ANNEXURE-I Format for disclosure by the Promoter(s) to the stock exchanges and to the Target Company for encumbrance in terms of Regulation 31(1) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Name of the Target Stovec Industries Limited Company (“TC”) Name(s) of the stock BSE Limited exchange(s) where the shares of the TC are listed Date of reporting Name of the promoter or Print I B.V. (“Print 1*’) PAC on whose shares SPG Prints B.V. is the promoter of the TC (“Promoter’* or “SPG Prints”). Print I is the holding company of the encumbrance has been Promoter, and is a subsidiary of Print Holdings B.V. (“PHBV”). created / released / invoked Details of creation of (a) This disclosure pertains to the Shareholders’ and Subscription Agreement dated 26 February 2025 (“SHA”) encumbrance executed in connection with Print I between its lenders (via Magenta Holding B.V. (“Magenta Holding”)) and its shareholders PHBV and SPG MIP Invest B.V. The SHA is governed by the laws of Netherlands. Print I is a Dutch entity which holds shares indirectly in the TC via SPG Prints. The SHA has been executed in connection with certain corporate and debt restructuring arrangements in Print I. (b) Print I is a party to a senior facilities agreement executed with its lenders. As per the terms of this senior facilities agreement, certain lenders converted a portion of their outstanding loans, amounting to 647,059,000 equity shares of Print I, which are presently held through Magenta Holding. (c) Pursuant to the SHA, PHBV has agreed to certain share transfer restrictions with Magenta Holding concerning Print I that restrain PHBV’s ability to freely transfer shares in Print I. (d) These rights include a general restriction on the transfer of shares in Print I, subject to certain exceptions including drag-along and tag-along rights. These rights provide mechanism for coordinated share transfers among shareholders. The SHA also provides Magenta Holding with the option to take full control of Print I Print IB. V. Raamstraat 1-3, 5831 AT Boxmeer P.O. Box 67, 5830 AB Boxmeer subject to the terms and conditions set out in the SHA, which would be subject to compliance with applicable law. (e) The arrangements contemplated in the SHA primarily relate to the shares of Print I. To clarify, the SHA does not create any direct rights or encumbrance over the equity shares of the TC. We have set out below an organogram reflecting the organizational structure of the aforementioned parties pursuant to the SHA. Name of Promoter holding in Promoter Details of events pertaining to encumbrance (3) Post event holding the the target company holding already of encumbered promot (1) encumbered (2) shares {creation er(s) or |(2)+(3)| 1 release PACs l(2)-(3)] / with invocation [(2)- him (**) (3)]} PrintIB.V. Raamstraat 1-3, 5831 AT Boxmeer P.O. Box 67, 5830 AB Boxmeer The Netherlands Num % of % w.r.t Numb % of Type of Date of Type of Reasons for Numb % of Name of Number % of ber total diluted er of total event creation/ encumbra encumbrance er of share the entity of shares total of share share Shares share (creation / nee shares capital in whose share 1 V1VUJV/ share capit capital capital release-----/ invocatio (pledge/li favour capital s al (*) 1i ll YvZ AW CU tli1v0,u0 ƒ n of en/non shares encumbra disposal encumber nee undertaki ed ng/others) Print I 14,8 71.0 71.06 Nil 0% Creation 26 Refer Refer to details 14,83, 71.06 Magenta 14,83,77 71.06% B.V. 3,77 6% % February Note @ of creation of 777 % Holding 7 (the 7 2025 below encumbrance holding above compan y of Prints B.V., i.e., the promote r of the Compan (@) Print I and PHBV do not directly hold any equity shares in the TC. PHBV pursuant to the SHA {defined above) has agreed to grant certain rights to Magenta Holding that are in the nature of an encumbrance. To clarify, these arrangements do not involve any direct rights or encumbrance granted over the equity shares of the TC itself. (**) The names of all the promoters, their shareholding in the target company and their pledged shareholding as on the reporting date should appear in the table irrespective of whether they are reporting on the date of event or not. (*) Total share capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the Listing Agreement. 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. Print I B.V. Raamstraat 1-3, 5831 AT Boxmeer P.O. Box 67, 5830 AB Boxmeer The Netherlands For and on behalf of Print I B.V. Name: Arnout Rinze Otma Designation: CEO Designation: CFO Date: 10 August 2026 Date: 10 August 2026 Place: Boxmeer, the Netherlands Place: Boxmeer, the Netherlands PrintIB.V. Raamstraat 1-3, 5831 AT Boxmeer P.O. Box 67, 5830 AB Boxmeer The Netherlands Annexure II Format for disclosure of reasons for encumbrance (in addition to Annexure- I prescribed by way of circular dated August 05, 2015) Name of listed company Stovec Industries Limited (“Company”) Name of recognized stock exchanges where the shares of the company BSE Limited are listed Name of the promoter(s)/ PACs whose shares have been encumbered Print I B.V. (the holding company of SPG Prints B.V., i.e., the promoter of the Company) Total promoter shareholding in the listed company No of shares: 14,83,777 % of total share capital: 71.06% Encumbered shares as a % of promoter shareholding 71.06% Whether encumbered share is 50% or more of promoter shareholding YES/NO Whether encumbered share is 20% or more of total share capital YES / NO Details of all the existing events / agreements pertaining to encumbrance Encumbrance (Date of creation of encumbrance: 26 February 2025) Type of encumbrance (pledge, lien, negative lien, non-disposal undertaking etc. or any other covenant, Refer Note transaction, condition or arrangement in the nature of encumbrance) No. and % of shares encumbered 71.06% Specific details about Name and entity in whose favour shares encumbered (X) Magenta Holding, refer Note the encumbrance Whether the entity X is a scheduled commercial bank, public financial YES/NO institution, NBFC or housing finance company? If No, provide the nature of [Showing first 8,000 characters — download PDF for full document]