The company has 11 holders, promoters own 92.15% pre-IPO

The company had 11 shareholders as of the red herring prospectus date, and its six promoters held 96,77,371 equity shares, or 92.15% of pre-issue capital. The disclosure also shows that promoters and the promoter group together held 98,92,380 of the company’s 1,05,01,778 shares, equal to 94.20%.

How concentrated was The company’s ownership before the IPO?

The company’s ownership was concentrated because eight promoter-group shareholders held 94.20% of pre-issue equity capital, leaving three public shareholders with 5.80%. The shareholding pattern records 98,92,380 shares in the promoter-group category and 6,09,398 shares in the public category. Each equity share carried one vote, so the 94.20% equity holding also represented 94.20% of voting rights under the disclosed single class of equity shares.

The company reported 1,05,01,778 fully paid-up equity shares and no partly paid-up shares, shares held by a depository, depository receipts or employee-trust holdings in its shareholding pattern. Of the total, 1,04,66,778 shares were shown in physical form. The public-shareholder note specifies that 35,000 shares of one public shareholder were in physical form, while the table records 5,74,398 physical shares in the public category.

The concentration also appears in the list of holders with at least 1% of pre-issue capital. Nine shareholders held 1,03,96,778 shares, or 99.00% of capital, leaving only 1.00% distributed among the remaining two shareholders. The same nine-holder total and percentage were disclosed both 10 days before the red herring prospectus date and one year before it, subject to an apparent one-share difference in the source’s holding of Ms. Vibha Behl between the tables.

Who held The company’s promoter shares before the IPO?

The company’s largest promoter shareholder was Mr. Rajiv Behl, with 28,00,000 shares or 26.66% of pre-issue capital. Mr. Vijay Omjagdish Behl followed with 26,55,000 shares, or 25.28%, making the two individuals’ combined holding 54,55,000 shares, or 51.94%. That combined percentage exceeded half of the company’s pre-issue voting rights because each equity share had one vote.

Magic Films Private Limited held 16,34,537 shares, or 15.56%, and Mr. Virander Behl held 13,88,957 shares, or 13.23%. Ms. Mihir Suvanam held 6,65,000 shares, or 6.33%, while Ms. Devina Virander Behl held 5,33,877 shares, or 5.08%. These six holdings totalled 96,77,371 shares, the disclosed 92.15% promoter stake.

The two additional promoter-group holdings were Ms. Vibha Behl’s 1,45,009 shares, or 1.38%, and Ms. Vasudab Behl’s 70,000 shares, or 0.67%. Together, these 2,15,009 shares increased the promoter and promoter-group total from 92.15% to 94.20%. The shareholding pattern reports no pledged or otherwise encumbered shares for the promoter-group category.

The directors and senior-management table identifies Mr. Vijay Omjagdish Behl as chairman and whole-time director, Mr. Virander Behl as managing director, Ms. Devina Virander Behl as a non-executive non-independent director, Ms. Mihir Suvanam as chief financial officer and Mr. Rajiv Behl as chief executive officer. Their disclosed positions mean the five named individuals held 80,42,834 shares in aggregate, while Magic Films Private Limited accounted for the remaining 16,34,537 promoter shares.

How did gift transfers shape The company’s current promoter holdings?

The company’s promoter holding was reshaped by several nil-consideration gift transfers, particularly transactions recorded on January 17, 2022 and August 20, 2025. Mr. Virander Behl transferred 21,87,872 shares to Mr. Rajiv Behl and 28,55,000 shares to Mr. Vijay Omjagdish Behl on January 17, 2022 through gift deeds. Those two transfers represented 20.83% and 27.19%, respectively, of pre-issue capital in the promoter build-up table.

Mr. Vijay Omjagdish Behl subsequently transferred 6,65,000 shares to Ms. Mihir Suvanam through a gift deed dated August 20, 2025, at nil transfer price. The table records Ms. Mihir Suvanam’s resulting holding as 6.33% of pre-issue capital. The same build-up table also records an August 19, 2025 transfer of 2,00,000 shares from Mr. Rajiv Behl to Mr. Vijay Omjagdish Behl by gift deed, reducing Mr. Rajiv Behl’s cumulative holding to 28,00,000 shares.

Earlier transactions combined cash allotments, rights issues and transfers. Mr. Virander Behl received 24,20,000 shares in a preferential allotment on May 29, 2015, and subscribed to 18,50,000 shares in the March 27, 2017 rights issue. Magic Films Private Limited acquired 13,40,000 shares in the May 29, 2015 allotment and subscribed to 19,537 shares in the February 1, 2021 rights issue, reaching its disclosed 16,34,537-share holding.

The company’s capital history also shows that it has not issued preference shares since incorporation, employee stock option scheme shares or employee stock purchase scheme shares. It states that it has not revalued assets since inception and has not issued equity shares, including bonus shares, by capitalising revaluation reserves. These disclosures distinguish the recorded ownership changes from dilution that might otherwise arise from employee options, preference securities or revaluation-related issuances.

What lock-in restrictions apply to The company’s promoter holdings?

The company states that at least 20% of post-issue equity capital held by promoters will be locked in for three years from the date of allotment in the issue under Regulations 236 and 238 of the Securities and Exchange Board of India Issue of Capital and Disclosure Requirements Regulations. The disclosed promoter contribution comprises 30,00,000 shares: 15,00,000 shares held by Mr. Vijay Omjagdish Behl and 15,00,000 shares held by Mr. Rajiv Behl.

The 30,00,000 locked-in shares originated in the January 17, 2022 gift transfers from Mr. Virander Behl. The lock-in table identifies 28,55,000 shares acquired by Mr. Vijay Omjagdish Behl and 21,87,872 acquired by Mr. Rajiv Behl in those transactions, although only 15,00,000 shares from each promoter are designated for the three-year minimum contribution. The company says the designated shares are not pledged or otherwise encumbered.

For promoter holdings beyond the minimum contribution, the company discloses a two-part restriction under the 2025 amendment to the regulations. It says 33,38,687 shares, representing 50% of promoter holdings in excess of the minimum contribution, will be locked in for two years from allotment, while the remaining 33,38,684 shares will be locked in for one year. The two disclosed blocks total 66,77,371 shares.

The company further states that the entire pre-issue equity capital held by non-promoters, consisting of 8,24,407 shares, will be locked in for one year from allotment under Regulation 239. Locked-in certificates must bear a non-transferable inscription, and a depository must record the lock-in for dematerialised shares. The prospectus permits pledge of locked-in promoter shares only in specified circumstances involving eligible lenders and regulatory conditions, with the lock-in continuing after invocation.

What do the supplied pages establish about The company’s IPO structure?

The supplied pages establish that shares issued in the issue will be fully paid up at allotment, but they do not state whether the initial public offer consists solely of a fresh issue, an offer for sale by existing shareholders, or both. The company says all issue proceeds are called on application and that successful applicants will receive fully paid-up equity shares. That describes the payment status of new allotments, not the presence or absence of sales by existing holders.

The company also says it has no intention or proposal to alter its capital structure for six months from the opening of the bid, through a split, consolidation or further equity issue, except where its board identifies an acquisition, merger, joint venture, regulatory-compliance requirement, scheme of arrangement or other purpose. It separately says no further equity shares, by bonus issue, preferential allotment, rights issue or another method, will be issued from red herring prospectus filing until listing or refund, apart from the issue itself.

No shareholder holding 1% or more was entitled to equity shares through warrants, options, convertible debentures, loans or another conversion instrument as of the filing date. The company also reports no outstanding employee stock options, employee stock purchase scheme interests, stock appreciation rights, warrants, options or conversion rights. Consequently, the disclosed fully diluted holdings of the principal shareholders matched the stated pre-issue holdings rather than incorporating unexercised instruments.

Conclusion

The company’s pre-issue ownership was concentrated in a small shareholder base: 11 holders owned 1,05,01,778 equity shares, six promoters controlled 92.15%, and promoters plus the promoter group controlled 94.20%. Gift transfers dated January 17, 2022 and August 20, 2025 helped establish the present distribution among Mr. Rajiv Behl, Mr. Vijay Omjagdish Behl and Ms. Mihir Suvanam, while the six promoter holdings remained the principal source of voting control.

The next disclosed change to watch is the post-allotment capital structure, because the prospectus leaves post-issue promoter percentages as placeholders and requires at least 20% of post-issue capital to be subject to a three-year promoter lock-in. The supplied pages do not disclose the offer’s fresh-issue or offer-for-sale composition, so the extent of post-issue dilution and any sale by existing shareholders cannot be determined from this extract.