Raksan Transformers retains 73.61% promoter stake after IPO

Raksan Transformers Limited is projected to remain promoter-controlled after its initial public offering (IPO), with the promoter group holding 73.61% of 2,08,93,400 post-offer equity shares. The outcome follows a September 6, 2025 bonus issue in an 18-for-1 ratio, a fresh issue of 44,12,800 shares and Sanjeev Kanda’s offer for sale of 11,00,000 shares.

Will Raksan Transformers remain promoter-controlled after the IPO?

Yes, Raksan Transformers’ promoter group is expected to hold 1,53,80,600 equity shares, or 73.61% of post-offer capital, assuming full subscription to the offer. Before the IPO, eight promoters and promoter-group shareholders held all 1,64,80,600 issued, subscribed and paid-up equity shares, giving them 100.00% ownership.

The projected post-offer position represents a 26.39-percentage-point reduction from 100.00%, but the promoter group would continue to hold more than seven-tenths of the equity capital. The named promoters, Sanjeev Kanda, Dievam Singh Kanda and Renu Kanda, are expected to own 1,44,28,662 shares, or 69.06%, while other promoter-group members would hold 9,51,938 shares, or 4.55%.

The 73.61% figure depends on the offer being fully subscribed and allotted as described in the red herring prospectus. Raksan Transformers says it will file its final shareholding pattern under Regulation 31 of the Securities and Exchange Board of India (SEBI) Listing Obligations and Disclosure Requirements Regulations, 2015, one day before listing.

How did the 18-for-1 bonus issue change Raksan Transformers’ share count?

Raksan Transformers increased its outstanding equity shares by 1,56,13,200 through a bonus issue on September 6, 2025, without issuing shares for cash to outside investors. A bonus issue gives additional shares to existing holders, and Raksan Transformers allotted 18 fully paid equity shares for each one share held on the record date.

The bonus issue increased the share count from 8,67,400 shares one year before the prospectus filing to 1,64,80,600 shares before the IPO, a 19-fold increase. The promoter group held 100.00% at both dates because the company had no public shareholders before the offer. Each equity share has a face value of Rs 10.

Sanjeev Kanda received 1,33,61,364 of the 1,56,13,200 bonus shares, while Renu Kanda received 9,00,000 shares. Dievam Singh Kanda and Daksh Singh Kanda each received 4,50,000 bonus shares. The distribution shows that the expanded share capital principally reflected the ownership structure already in place before September 2025.

What dilution comes from the fresh issue and promoter sale?

The fresh issue of up to 44,12,800 equity shares creates the increase in Raksan Transformers’ total share capital. It takes issued, subscribed and paid-up shares from 1,64,80,600 before the offer to 2,08,93,400 after it. The fresh issue therefore dilutes the percentage held by existing owners because it adds new shares to the denominator.

The offer for sale (OFS) of up to 11,00,000 shares is different because it transfers existing shares and does not add to the total share count. Sanjeev Kanda is the promoter selling shareholder, and his holding is projected to fall from 1,41,03,662 shares, or 85.58% pre-offer, to 1,30,03,662 shares, or 62.24% post-offer. The 11,00,000-share decline matches the OFS quantity.

The offer comprises up to 55,12,800 shares, including the 44,12,800-share fresh issue and the 11,00,000-share OFS. Of the total, 2,76,000 shares are reserved for the market maker and 52,36,800 shares form the net offer to the public. Hem Finlease Private Limited is to act as market maker for a minimum of three years from listing under the SEBI Issue of Capital and Disclosure Requirements Regulations.

Which holders account for Raksan Transformers’ remaining promoter stake?

Sanjeev Kanda accounts for 62.24% of Raksan Transformers’ projected post-offer capital, making his retained 1,30,03,662 shares the largest part of the 73.61% promoter-group stake. Renu Kanda is expected to retain 9,50,000 shares, or 4.55%, and Dievam Singh Kanda is expected to retain 4,75,000 shares, or 2.27%.

The three named promoters together would own 69.06% of post-offer capital. The remaining 4.55% promoter-group holding consists principally of Sanjeev Kanda Hindu Undivided Family and Daksh Singh Kanda, with 4,75,000 shares each and 2.27% each. SHR Powers Private Limited would hold 190 shares, or 0.01%, while Ashok Kumar Kanda would hold 19 shares described as negligible.

Raksan Transformers reports that none of the promoter or promoter-group shares were pledged as of the red herring prospectus date. The company also reports one class of fully paid equity shares, no preference shares, and no outstanding warrants, options or conversion rights that could entitle another holder to acquire equity shares after the IPO.

What lock-ins apply to Raksan Transformers’ promoter shares?

Raksan Transformers has designated 43,00,000 shares held by Sanjeev Kanda as promoter contribution subject to a three-year lock-in from allotment in the IPO. The shares arose from the September 6, 2025 bonus issue and represent 20.58% of the projected post-offer equity share capital.

SEBI regulations require minimum promoter contribution equal to 20.00% of post-offer capital in the stated circumstances. Raksan Transformers says the 43,00,000 shares are eligible for the requirement because they are not pledged and do not fall within specified ineligible categories, including bonus shares arising from revaluation reserves or unrealised profits. Sanjeev Kanda has agreed not to sell, transfer, pledge or otherwise dispose of the designated contribution during the three-year period.

The prospectus also states that 50,64,331 pre-issue equity shares will be locked in for one year and another 50,64,331 shares for two years from IPO allotment. The entire 9,51,938 pre-offer shares held by persons other than the named promoters are subject to a one-year lock-in. These restrictions apply to transferability for the stated periods, subject to transfers or pledges permitted under applicable SEBI regulations.

Conclusion

Raksan Transformers’ projected 73.61% promoter-group holding means the IPO would introduce public ownership without ending promoter control. The September 2025 bonus issue raised the share count from 8,67,400 to 1,64,80,600 while maintaining 100.00% promoter-group ownership; the fresh issue produces the expansion in post-offer capital, while the OFS reduces Sanjeev Kanda’s individual holding.

The next ownership measure will be Raksan Transformers’ Regulation 31 filing one day before listing, which will reflect the actual allotment. The disclosed 43,00,000-share promoter-contribution lock-in lasts three years, and the company says it does not intend to alter its capital structure for six months from the offer opening, although it may issue shares after listing for an acquisition, merger, joint venture, regulatory compliance or another board-approved purpose.