N R Agarwal Industries Promoter Group Increases Stake to 74.30% Through Off-Market Acquisition

N r agarwal industries Limited's promoter group has strengthened its position in the company through a strategic off-market acquisition, as disclosed under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The transaction, completed on February 16, 2026, demonstrates the promoter group's continued confidence in the company's prospects. Transaction Overview The promoter group acquired 30,000 equity shares representing 0.18% of the company's total voting capital through an off-market transaction. This acquisition increased the group's total shareholding from 74.12% to 74.30%. Parameter: Details Shares Acquired: 30,000 Acquisition Mode: Off-market Transaction Date: February 16, 2026 Percentage Acquired: 0.18% Promoter Group Composition The promoter group consists of five entities working in concert: Rajendra Nagin Agarwal Reena Rajendra Agarwal Raunak Rajendra Agarwal Rohan Rajendra Agarwal Reera Holdings Private Limited Shareholding Pattern Changes The acquisition resulted in changes to the individual shareholding pattern within the promoter group: Promoter Entity: Before Acquisition After Acquisition Change Rajendra Nagin Agarwal: 45,38,861 (26.67%) 45,38,861 (26.67%) No change Reena Rajendra Agarwal: 1,000 (0.01%) 1,000 (0.01%) No change Raunak Rajendra Agarwal: 1,000 (0.01%) 1,000 (0.01%) No change Rohan Rajendra Agarwal: 94,200 (0.55%) 94,200 (0.55%) No change Total Group Holding: 1,26,13,166 (74.12%) 1,26,43,166 (74.30%) +30,000 shares Company Capital Structure N R Agarwal Industries Limited maintains a stable capital structure with no changes to its equity base: Capital Details: Specifications Total Equity Shares: 1,70,19,100 Face Value per Share: Rs. 10 Total Share Capital: Rs. 17,01,91,000 Listing Exchanges: BSE and NSE Regulatory Compliance The disclosure was made in compliance with SEBI regulations governing substantial acquisitions. The transaction involved only equity shares carrying voting rights, with no encumbrances, warrants, or convertible securities involved. The promoter group's acquisition reinforces their commitment to the company while maintaining transparency through proper regulatory disclosures. N R Agarwal Industries Limited promoters have created significant encumbrance on their shareholdings as part of a non-disposal undertaking against term loan facilities. The comprehensive disclosure, made under Regulation 31 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, reveals detailed encumbrance history and current arrangements involving 73.55% of the company's total share capital. Current Encumbrance Structure The latest encumbrance creation took place on February 16, 2026, involving all three promoters of the company. The arrangement serves as collateral for term loan facilities and represents a continuation of the company's structured financing arrangements. Parameter: Details Total Promoter Shareholding: 12,517,966 shares (73.55%) Encumbered Shares: 12,516,998 shares Encumbrance Percentage: 73.55% of total share capital Encumbrance Type: Non-Disposal Undertaking Trustee: SBICAP Trustee Company Limited Amount Involved: Rs. 4,26,80,00,000 Comprehensive Encumbrance History The disclosure provides detailed information about all encumbrance events, showing the evolution of the company's financing arrangements over time. The encumbrance history demonstrates a structured approach to securing term loan facilities. Event: Date Type Amount (Rs.) Share Value (Rs.) Ratio Encumbrance 1: March 07, 2022 Creation of Pledge 4,26,80,00,000 2,65,36,03,576 0.62 Encumbrance 2: November 19, 2025 Non-Disposal Undertaking 1,12,00,00,000 6,18,84,03,811 5.52 Encumbrance 3: December 16, 2025 Release of Pledge 4,26,80,00,000 8,12,06,63,565 1.90 Encumbrance 4: February 16, 2026 Non-Disposal Undertaking 4,26,80,00,000 5,65,76,83,096 1.33 Lending Arrangement Details The current encumbrance involves multiple financial institutions with SBICAP Trustee Company Limited serving as the security trustee. The arrangement has been structured to benefit the listed company through term loan facilities. Key Participants and Structure Security Trustee: SBICAP Trustee Company Limited Previous Lenders: Axis Bank Limited (for November 2025 arrangement) Purpose: Against term loan facilities for company benefit Security Cover Ratio: 1.33 (share value to loan amount) Regulatory Compliance and Documentation The disclosure was filed on February 17, 2026, with all three promoters digitally signing the comprehensive document. The company's shares are listed on BSE Limited and National Stock Exchange of India Limited. Promoter: Digital Signature Time R N Agarwal: February 17, 2026, 11:16:58 +05'30' Reena Agarwal: February 17, 2026, 11:20:16 +05'30' Raunak Agarwal: February 17, 2026, 11:21:49 +05'30' Impact on Corporate Structure The non-disposal undertaking ensures that encumbered shares remain with promoters while serving as security for term loan facilities. This arrangement provides lenders with adequate security cover while allowing promoters to retain operational control and voting rights in the company. The structured financing approach demonstrates the company's commitment to maintaining transparency in its borrowing arrangements while securing necessary capital for business operations. We’re building Scanx - to help you express your trading & investing idea, to help you analyse the markets better. Stock Markets are the true indicator of the growth of any country's economy. We are bullish on India, we are bullish on India's prospects to be one of largest economies of the world. We believe that Stock Markets provide an unique opportunity for all Indians to participate in the growth story of India. We are enabling the same for Indians. As financial services are becoming more accessible, there is now a large set of Indians today who are financially aware and literate. They value time and seek high quality products & services. 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