Tribhovandas Bhimji Zaveri Limited promoters sell 74.12%

Tribhovandas Bhimji Zaveri Limited’s six disclosed promoter and promoter-group sellers transferred their entire 4,94,59,775-share holding, equal to 74.12% of voting capital, off-market on October 30, 2026. The sellers reported nil holdings after the transfer, compared with 74.12% before it. The supplied transaction context identifies GRT Jewellers as the transferee.

What stake did TBZ Limited’s promoters transfer?

TBZ Limited’s disclosed sellers transferred 4,94,59,775 equity shares, representing 74.12% of the company’s total share and voting capital. The annexure records the disposal under Regulation 29(2) of the Securities and Exchange Board of India Substantial Acquisition of Shares and Takeovers Regulations, known as the SEBI SAST Regulations.

The 74.12% holding also represented 74.12% of total diluted share and voting capital. Before the October 30, 2026 transaction, the sellers reported no pledged shares, liens, non-disposal undertakings or other encumbrances. They also reported no voting rights held separately from shares and no warrants, convertible securities or other instruments carrying rights to equity shares.

The transaction was an off-market transfer, rather than an open-market sale, rights issue, public issue or preferential allotment. The disclosure does not state a per-share price, aggregate consideration, payment terms, financing arrangements or the buyer’s post-transfer shareholding, although the supplied transaction context names GRT Jewellers as the transferee.

Who were TBZ Limited’s sellers and what did they hold?

TBZ Limited’s six disclosed sellers were Shrikant Gopaldas Zaveri, Bindu Shrikant Zaveri, Binaisha Shrikant Zaveri, Raashi Shrikant Zaveri, Tribhovandas Bhimji Zaveri (TBZ) Private Limited and Tribhovandas Bhimji Zaveri Jewellers (Mumbai) Private Limited. The filing identifies each as a promoter or promoter-group member on and before the October 30, 2026 sale.

Shrikant Gopaldas Zaveri was the largest seller, transferring 3,34,02,275 shares, or 50.06% of TBZ Limited’s issued and paid-up share capital. His holding accounted for more than two-thirds of the group’s combined 74.12% stake. The schedule shows his holding as nil in both shares and percentage terms after the transfer.

The three other individual sellers held 1,33,57,500 shares in total before the sale. Bindu Shrikant Zaveri held 35,00,000 shares, or 5.24%; Binaisha Shrikant Zaveri held 52,85,000 shares, or 7.92%; and Raashi Shrikant Zaveri held 45,72,500 shares, or 6.85%. All three were shown with nil post-sale holdings.

The two corporate sellers held 13,50,000 shares each, equal to 2.02% apiece. Together, they accounted for 27,00,000 shares, or 4.04% of TBZ Limited’s issued and paid-up capital before the transfer. Both entities were recorded with nil holdings after October 30, 2026.

How did TBZ Limited’s promoter holding change after the sale?

TBZ Limited’s disclosed seller group moved from 74.12% before the transaction to nil after it. In share terms, all 4,94,59,775 shares held by the six named promoters and promoter-group entities were transferred on October 30, 2026, leaving no disclosed residual holding with voting rights.

The disposal did not alter TBZ Limited’s stated equity share capital. The company reported 6,67,30,620 equity shares of face value Rs 10 each before the sale and the same number after it. This corresponds to equity share capital, total voting capital and total diluted share or voting capital of Rs 66.73062 crore in the annexure.

The unchanged number of shares distinguishes the reported event from an issuance of new equity or conversion of an instrument. The sellers reported no outstanding warrants, convertibles or other instruments that entitled them to receive TBZ Limited shares either before or after the transfer.

The ownership percentages are rounded to two decimal places in the filing. The annexure bases the capital figures on TBZ Limited’s shareholding pattern dated September 30, 2026, while listing October 30, 2026 as the sale date. It does not give a revised shareholding-pattern date after the transaction.

What does TBZ Limited disclose about the transaction terms?

TBZ Limited discloses a complete exit by the six named seller entities from their reported equity position, but it does not provide the commercial terms of the transfer. The 4,94,59,775 shares were transferred off-market on October 30, 2026, and all six sellers reported nil holdings afterwards.

The seller-side annexure does not state the aggregate transaction value, consideration paid, price per share or payment schedule. It also does not set out conditions precedent, an acquisition-financing structure, board changes, management arrangements or planned changes to TBZ Limited’s operations following the 74.12% transfer.

TBZ Limited is identified in the annexure as listed on the National Stock Exchange of India Limited and BSE Limited. The filing states that the company had 6,67,30,620 outstanding equity shares at a face value of Rs 10 each, and records the same capital before and after the transfer.

Conclusion

The disclosed transaction removed the entire 74.12% holding of TBZ Limited’s six named promoter and promoter-group sellers through an off-market transfer of 4,94,59,775 shares on October 30, 2026. Shrikant Gopaldas Zaveri’s 50.06% holding was the largest component, while the company’s stated 6,67,30,620-share capital did not change.

The next disclosures to watch are those that address unresolved terms absent from this seller-side filing, including the buyer’s post-transfer holding, transaction consideration and any governance arrangements. The annexure relies on the September 30, 2026 shareholding pattern and gives no future timetable, business plan or governance-change plan.