Promoters retain 72.56% despite pre-IPO stake transfers

Promoters and the promoter group will retain 72.56% of post-issue equity capital, despite transfers that lowered the four named Promoters’ direct holding to 64.05%. The prospectus shows the combined promoter bloc will hold 74,30,540 shares after the issue, while 21,10,000 shares, equal to 20.61% of post-issue capital, will be subject to a three-year lock-in.

How did Promoters reduce their direct stakes before the IPO?

Promoters reduced direct holdings through transfers before the IPO, not through a disclosed sale in the public issue. On August 1, 2026, Umakant Nivrutti Savadekar transferred 1,26,767 shares and Ulka Umakant Savadekar transferred 1,00,001 shares, for a combined 2,26,768 shares. The capital build-up table records these transfers at Rs 52 per share.

The 2,26,768 shares were transferred to 17 named individuals. Umakant Nivrutti Savadekar transferred shares to 13 people, including 21,154 shares each to Nikhil Omprakash Tapadia and Sachin Madhav Tarte, and 21,000 shares to Sharad Dattatray Jachak. Ulka Umakant Savadekar transferred 46,154 shares to Rajani Prakash Attarde, 19,231 shares each to Sandip Attarde and Jagruti Sandeep Attarde, and 15,385 shares to Prakash Hari Attarde.

The ownership structure had also changed through gifts during 2025. On July 29, 2025, 72,903 shares were gifted among named holders, including 34,303 shares transferred from Nivrutti Sonu Savdekar to Ulka Umakant Savadekar and 14,500 shares transferred from Vijaya Nivrutti Savdekar to Saee Umakant Savadekar. Vijaya Nivrutti Savdekar subsequently gifted 14,500 shares to Gargi Umakant Savadekar on August 21, 2025.

The share count expanded before the transfers through a bonus issue on September 20, 2025. The company allotted 72,50,000 equity shares with a face value of Rs 10 each in a 25:1 bonus ratio, capitalising reserves and surplus rather than revaluation reserves. Paid-up equity shares consequently increased from 2,90,000 after the June 7, 2017 rights issue to 75,40,000 after the bonus issue.

How much ownership will Promoters retain after the IPO?

Promoters and the promoter group will retain 72.56% after the IPO, compared with 98.55% before the issue. Their collective shareholding will remain 74,30,540 shares before and after the issue; the percentage declines because the issue increases the post-issue equity capital assumed in the prospectus.

The four Promoters’ combined holding will fall by 22.94 percentage points, from 86.99% before the issue to 64.05% afterward. That reduction is dilution from the issue, because their 65,59,154 shares are unchanged in the pre- and post-IPO table. The promoter group’s 8,71,386 shares will account for another 8.51% of post-issue capital.

Umakant Nivrutti Savadekar will remain the largest individual holder with 37,18,633 shares, representing 36.31% after the issue. Ulka Umakant Savadekar will hold 25,38,999 shares, or 24.79%, while Nivrutti Sonu Savdekar and Vijaya Nivrutti Savdekar will hold 2.21% and 0.74%, respectively. Umakant Nivrutti Savadekar and Ulka Umakant Savadekar together will hold 62,57,632 shares, or 61.10% of post-issue capital.

Did the transfers broaden the shareholder base outside Promoters?

The transfers increased the number of named holders, but the disclosed classification keeps a substantial portion of transferred shares within the promoter group. The company states that it had 26 shareholders as of the Red Herring Prospectus date, while its shareholding pattern records 26 shareholders in the Promoters and Promoter Group category holding all 75,40,000 then-outstanding shares.

Seven recipients of the August 1, 2026 transfers appear in the promoter-group table. Sandip Attarde, Jagruti Sandeep Attarde, Rajani Prakash Attarde, Prakash Hari Attarde, Dhanraj Sonu Savadekar, Girish Nandu Khadke and Ajit Dattatray Kale together hold 1,17,308 shares. The table assigns this group of seven 1.55% of pre-issue capital and 1.15% of post-issue capital when their stated percentages are added.

The promoter-group table also includes Saee Umakant Savadekar and Gargi Umakant Savadekar with 3,77,000 shares each, equal to 5.00% each before the issue and 3.68% each afterward. It further lists Vidya Anil Patil, Sandhya Devendra Zope and Sangita Rajesh Patil with 26 shares each. These holdings arose from the 2025 gift transfers, bonus allotment or both, as reflected in the capital build-up disclosures.

The filing therefore distinguishes between the four direct Promoters and the wider promoter-linked group. The difference between their post-issue holdings, 72.56% less 64.05%, is 8.51 percentage points. The prospectus does not identify the full classification of every August 1, 2026 transferee outside the seven recipients named in the promoter-group table.

What lock-ins and restrictions will apply to Promoters’ shares?

Promoters will lock in 21,10,000 shares for three years as minimum promoter contribution. The shares represent 20.61% of post-issue capital, assuming full subscription to the issue, and are to be locked in from the allotment date under Regulations 236 and 238 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Umakant Nivrutti Savadekar and Ulka Umakant Savadekar have each consented to contribute 10,55,000 shares to this minimum promoter contribution. Both blocks arose from the September 20, 2025 bonus issue, and each represents 10.30% of post-issue capital. The filing says the contributed shares are eligible because they are not pledged and do not involve revaluation reserves or ineligible consideration under Regulation 237.

Additional promoter holdings will have staggered lock-ins. The prospectus states that 22,24,576 pre-issue shares, described as 50% of the relevant pre-issue equity share capital, will be locked in for one year, while 22,24,577 shares will be locked in for two years. Separately, all 9,80,846 pre-issue shares held by persons other than Promoters will be locked in for one year under Regulation 239.

No shares held by Promoters or the promoter group were pledged as of the Red Herring Prospectus date. The company also reports no outstanding warrants, options or conversion rights over debentures, loans or other instruments that could entitle a holder to acquire equity shares after the IPO. It has one class of equity shares with a face value of Rs 10 each, and each share carries one vote.

What could change the 72.56% post-issue ownership position?

The 72.56% figure is based on the post-issue capital structure in the prospectus and can change if the company later issues more equity or convertible securities. Until listing, or the unblocking of application money if the issue fails, the company says it will make no further capital issue through a bonus issue, preferential allotment, rights issue or another method other than the IPO.

For six months from the issue opening date, the company also does not intend to split or consolidate the denomination of equity shares, apart from the issue and any pre-IPO placement. After listing, however, the board may issue equity shares or securities convertible into equity shares for an acquisition, merger, joint venture, regulatory compliance, a scheme of arrangement or another purpose it determines to be in the company’s interest.

The filing says the issue is being made for at least 25% of post-issue paid-up equity share capital under Rule 19(2)(b)(i) of the Securities Contracts (Regulation) Rules, 1957. It also permits retention of up to 10% oversubscription for rounding-off allotments, subject to a maximum post-issue paid-up capital of Rs 25 crore. If that provision is used, promoter shares subject to the three-year lock-in would be increased as needed to maintain a 20% minimum promoter contribution.

Conclusion

Promoters have transferred shares to a wider set of named holders and will experience substantial percentage dilution through the IPO, but the ownership outcome remains concentrated. The four Promoters will retain 64.05% of post-issue capital, and the promoter group will add 8.51%, leaving the combined bloc with 72.56% and 74,30,540 shares.

The next disclosed ownership milestone is the filing of the shareholding pattern required under Regulation 31 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, one day before listing. The other matters to track are the creation of the three-year lock-in over 21,10,000 shares and any later board-approved equity or convertible-security issuance for the purposes disclosed in the prospectus.