BSEInsider Trading / SAST29 Aug 2026 · 29 Aug 2026, 11:04 am

The Exchange has received the disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for Catalyst Trusteeship Ltd

Sical Logistics Ltd · 520086

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Sical Logistics Ltd has received a disclosure under Regulation 29(2) of SEBI (SAST) Regulations, 2011 from Catalyst Trusteeship Ltd regarding the release of pledged shares after repayment of loan by the company.

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Growth Catalyst2/10
Governance Concern1/10
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Market Sentiment5/10

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Sical Logistics Ltd - 520086 - Disclosures under Reg. 29(2) of SEBI (SAST) Regulations, 2011

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CTL/SAST/26-27/01620 Date: August 28, 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Dalal Street, Exchange Plaza, C-1, Block-G, Mumbai 400 001 Bandra-Kurla-Complex, E-mail: corp.relations@bseindia.com Bandra (East) Mumbai – 400 051 Email: takeover@nse.co.in Sical Logistics Limited South India House, 73, Armenian Street, Chennai, Tamil Nadu, India- 600001 E-mail: cs@pristinelogistics.com Dear Sir/ Madam, Subject: Disclosure under Regulation 29(2) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Regulations”) 1. This disclosure is being made by Catalyst Trusteeship Limited as the security trustee (“Security Trustee”) under: (a) the HoldCo Undertaking cum Subordination Deed dated June 16, 2025 (as may be amended from time to time) (hereinafter referred as “HoldCo Undertaking cum Subordination Deed”) which has been executed by Pristine Malwa Logistics Park Private Limited (“HoldCo”) in connection with certain undertakings provided by HoldCo in relation to the equity shares of Sical Logistics Limited (“Company”), a subsidiary of HoldCo; and (b) the Unattested Securities Pledge Agreement dated June 16, 2025 (as may be amended from time to time) (hereinafter referred as “Unattested Securities Pledge Agreement”) which has been executed by HoldCo to create a pledge on certain equity shares of the Company in favour of the Security Trustee and HoldCo has created a pledge on certain equity shares of the Company in favour of the Security Trustee through the depository system on June 17, 2025. 2. As per the terms and conditions of the HoldCo Undertaking cum Subordination Deed, HoldCo is required to hold at least 51% (fifty one per cent.) of the issued and fully paid-up equity share capital of the Company (on a fully diluted basis) and shall retain control over the Company. 3. As per the terms and conditions of the Unattested Securities Pledge Agreement, HoldCo is required to create a pledge on certain equity shares of the Company in favour of the Security Trustee in such manner that it would result in a security cover of at least 1.25x at all times. HoldCo has created a pledge on certain equity shares of the Company in favour of the Security Trustee through the depository system on June 17, 2025. Given the nature of the conditions under the terms of the HoldCo Undertaking cum Subordination Deed and Unattested Securities Pledge Agreement, one or more conditions are likely to fall within the definition of the term “encumbrance” provided under Chapter V of the Takeover Regulations. The disclosure was made under Regulation 29(1) read with Regulation 29(4) of the Takeover Regulations on June 17, 2025. 4. Further the Sical Logistics Limited (“Company”) has repaid the loan to the lenders and accordingly the shares pledged were release on 26th August 2026. 5. Enclosed is a disclosure by Catalyst Trusteeship Limited under Regulation 29 (2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (the “Takeover Code”). Kindly take the above on record. Thanking you, Yours faithfully For and on behalf of Catalyst Trusteeship Limited Authorised Signatory Name: Deesha Srikkanth Designation: Senior Vice President Place: Mumbai Date: August 28, 2026 Enclosed: Annexure on disclosures under Regulation 29(2) of the Takeover Regulations Disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 Part A - Details of the Acquisition Name of the Target Company Sical Logistics Limited (TC) Name(s) of the acquirer and Catalyst Trusteeship Limited as the security trustee for the lenders Persons Acting in Concert (PAC) with the acquirer Whether the acquirer belongs to No Promoter/Promoter group Name(s) of the Stock BSE Limited and National Stock Exchange of India Limited Exchange(s) where the shares of TC are Listed Details of the acquisition/ Number % w.r.t. total % w.r.t. total disposal are as follows share/voting diluted capital wherever share/voting applicable (*) capital of the TC (**) Before the acquisition under consideration, holding of acquirer alongwith PACs of: a) Shares carrying voting Nil Nil Nil rights b) Shares in the nature of 3,28,43,780 (encumbrance 41.17% 41.17% encumbrance (Pledge/ lien/ by way of pledge) non-disposal undertaking/ others) 332,77,031 (non-disposal 41.71% 41.71% undertaking) Please see the NOTE 1 below for details c) Voting rights (VR) Nil Nil Nil otherwise than by shares d) Warrants/convertible Nil Nil Nil securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) e) Total (a+b+c+d) 3,28,43,780 (encumbrance 41.17% 41.17% by way of pledge) 332,77,031 (non-disposal 41.71% 41.71% undertaking) Please see the NOTE 1 below for details Details of acquisition/ sale a) Shares carrying voting rights Nil Nil Nil acquired/sold b) VRs acquired otherwise than by equity shares Nil Nil Nil c) Warrants/convertible Nil Nil Nil securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) acquired/sold d) Shares in the nature of 3,28,43,780 (encumbrance 41.17% 41.17% encumbrance (release/ lien/ by way of pledge) non-disposal undertakings/ others) 332,77,031 (non-disposal 41.71% 41.71% undertaking) Please see the NOTE 1 below for details e) Total (a+b+c+/-d) 3,28,43,780 (encumbrance 41.17% 41.17% by way of pledge) 332,77,031 (non-disposal 41.71% 41.71% undertaking) Please see the NOTE 1 below for details After the acquisition, holding of acquirer alongwith PACs of: a) Shares carrying voting Nil Nil Nil rights b) VRs acquired otherwise Nil Nil Nil than by equity shares c) Warrants/convertible Nil Nil Nil securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) acquired/sold d) Shares in the nature of Nil Nil Nil encumbrance (pledge/ lien/ non-disposal undertakings/ others) Total (a+b+c+d) Nil Nil Nil Mode of acquisition (e.g. open Release of Encumbrance over shares of Sical Logistics Limited market / public issue / rights issue / preferential allotment / inter-se transfer/encumbrance, etc.) Salient features of the securities The undertakings have been provided under the HoldCo acquired including time till Undertaking cum Subordination Deed. The creation of pledge on redemption, ratio at which it can certain equity shares of the Company in favour of the Security be converted into equity shares, Trustee have been provided under Unattested Securities Pledge etc. Agreement. Please see note below. Date of acquisition of/ date of The undertakings have been provided under the HoldCo receipt of intimation of allotment Undertaking cum Subordination Deed. The creation of pledge on of shares / VR/ certain equity shares of the Company in favour of the Security warrants/convertible Trustee have been provided under Unattested Securities Pledge securities/any other instrument Agreement. Please see note below. that entitles the acquirer to receive shares in the TC. Equity share capital / total voting INR 79,78,48,700 comprising 7,97,84,870 equity shares of face capital of the TC before the said value of INR 10 each. acquisition Equity share capital / total voting INR 79,78,48,700 comprising 7,97,84,870 equity shares of face capital of the TC after the said value of INR 10 each. acquisition Total diluted share/voting INR 79,78,48,700 comprising 7,97,84,870 equity shares of face capital of the TC after the said value of INR 10 each. acquisition NOTE 1: Pristine Malwa Logistics Park Private Limited (“HoldCo”), an entity incorporated in India is classified as a promoter of Sical Logistics Limited (the “Target Company”). This disclosure is being made by Catalyst Trusteeship Limited as the security trustee (“Security Trustee”) under: (a) the HoldCo Under [Showing first 8,000 characters — download PDF for full document]