Promoters Sold 10% to Kedia and Zion at Rs 54 Before IPO

Promoters transferred 806,750 equity shares, equal to 10.00% of the pre-issue share capital, at Rs 54 a share on September 16, 2026. Kedia Securities Private Limited acquired 7.50% and Zion Infraventure LLP acquired 2.50%, reducing the promoter and promoter-group holding from 97.40% to 87.40% before the red herring prospectus.

How did Promoters sell 10% before the IPO?

Promoters sold the 10.00% holding through two share transfers, rather than through a new allotment by the company. Bhartiben Ghanshyambhai Thakkar transferred 605,063 equity shares to Kedia Securities Private Limited, while Preksha Kunal Thakkar transferred 201,687 equity shares to Zion Infraventure LLP. Both transfers are recorded as cash transactions at Rs 54 per equity share on September 16, 2026.

The 806,750 transferred shares equalled 10.00% of the 8,067,500 equity shares outstanding before the proposed issue. The company therefore received no new capital from these transfers because they moved existing shares between holders. Each equity share has a face value of Rs 10, which is its nominal capital value, while Rs 54 was the disclosed transfer price.

The prospectus separately records a bonus issue of 6,915,000 equity shares on September 22, 2025 in a 6:1 ratio. A bonus issue is an allotment from reserves and surplus rather than a cash subscription, and it increased the share count from 1,152,500 to 8,067,500 shares. The September 2026 transactions changed ownership within that larger share base without changing the number of outstanding shares.

Who bought the Promoters' shares and how large are the stakes?

Kedia Securities Private Limited bought 605,063 shares, or 7.50% of pre-issue paid-up capital, and Zion Infraventure LLP bought 201,687 shares, or 2.50%. The two buyers consequently held 806,750 shares together, equal to 10.00% of the 8,067,500 pre-issue equity shares on the red herring prospectus date.

The prospectus places both buyers in the public shareholder category. Public shareholders collectively held 1,016,750 shares, or 12.60% of pre-issue capital, while Kedia Securities Private Limited and Zion Infraventure LLP together held 806,750 of those public shares. The prospectus reports five public holders in total, meaning the remaining 210,000 public shares were held by three other holders.

How did the Promoters' sale change ownership and voting power?

Promoters and the promoter group retained 7,050,750 shares, or 87.40% of pre-issue capital, after the transfers. The four named promoters held 6,875,750 shares, or 85.23%, while Deval Ghanshyambhai Thakkar, classified as promoter group, held 175,000 shares, or 2.17%. The disclosed ownership therefore remained concentrated with the promoter side after the 10-percentage-point reduction.

Bhartiben Ghanshyambhai Thakkar's holding declined from 1,043,000 shares, or 12.93%, ten days before the red herring prospectus to 437,937 shares, or 5.43%, on its date. Preksha Kunal Thakkar's holding declined from 735,000 shares, or 9.11%, to 533,313 shares, or 6.61%. Those changes match the 7.50% and 2.50% blocks transferred to the two buyers.

Kunal Ghanshyambhai Thakkar and Ghanshyambhai Ranchhodbhai Thakkar had unchanged holdings in the two snapshots. Kunal Ghanshyambhai Thakkar held 3,087,000 shares, or 38.26%, and Ghanshyambhai Ranchhodbhai Thakkar held 2,817,500 shares, or 34.92%; together, they held 73.18% of pre-issue capital. The company has one class of fully paid equity shares, each carrying one vote, and no outstanding convertible instruments, so the reported equity percentages also represent voting rights at that date.

What changed between the earlier shareholder snapshots?

The promoter and promoter-group stake fell from 97.40% ten days before the red herring prospectus to 87.40% on its date, while the total share count remained 8,067,500. This fixed denominator shows that the 10-percentage-point change arose from transfers rather than an issuance, split or conversion of securities.

One year before the red herring prospectus, the five family-related holders listed in the prospectus held 1,122,500 shares, also equal to 97.40% of paid-up capital. The 6:1 bonus issue on September 22, 2025 increased their aggregate share count to 7,857,500 ten days before the prospectus without changing their 97.40% proportion. The later transfers reduced that aggregate holding by 806,750 shares.

The supplied disclosure contains one date inconsistency. The separate disposal table for Preksha Kunal Thakkar identifies September 16, 2026 as the transfer date to Zion Infraventure LLP, but the promoter capital-build-up row prints September 16, 2025. The shareholder comparison and the separate transfer table support the 2026 date, while the extract does not explain the differing entry.

What lock-ins and capital restrictions apply after the IPO?

Promoters have agreed to contribute 2,220,000 shares as minimum promoter contribution, which the prospectus says will be locked in for three years from allotment in the issue. Kunal Ghanshyambhai Thakkar and Ghanshyambhai Ranchhodbhai Thakkar each contribute 1,110,000 shares acquired through the September 22, 2025 bonus issue. The lock-in is described under the Securities and Exchange Board of India, or SEBI, Issue of Capital and Disclosure Requirements Regulations.

The prospectus also provides for staggered lock-ins on 4,655,750 promoter shares above the minimum contribution: 2,327,875 shares for two years and 2,327,875 shares for one year from allotment. It further states that 1,191,750 shares held by the promoter group and public shareholders will be locked in for one year, but does not allocate that aggregate among Kedia Securities Private Limited, Zion Infraventure LLP and other holders in the supplied extract.

The company states that it will not make a further capital issue from the red herring prospectus date until listing, or until application money is unblocked if the issue fails. It also says it does not intend to split or consolidate the Rs 10 equity-share denomination within six months from the issue opening date. These statements apply to the pre-listing period, while the proposed issue itself may consist of up to 3,000,000 new equity shares.

Conclusion

Promoters' September 16, 2026 transfers created two substantial public holdings at Rs 54 per share while retaining 87.40% of pre-issue equity and voting rights with promoters and the promoter group. The 10.00% ownership shift resulted from secondary transfers of 806,750 existing shares, not a company fundraising or a change in the 8,067,500-share pre-issue base.

The next disclosed event to watch is the proposed issue of up to 3,000,000 equity shares, which would dilute all pre-issue holders if allotted. The final shareholding pattern and the implementation of the stated one-, two- and three-year lock-ins will clarify the ownership position at listing, while the inconsistent Preksha Kunal Thakkar transfer date remains unresolved in the supplied disclosure.