Sagar Cement: Will Sell 7.24% Stake In Andhra Cements Via OFS

Sagar Cements Limited's Investment Committee has approved a significant offer for sale (OFS) of equity shares in its subsidiary Andhra Cements Limited. The committee meeting, held on March 16, 2026, considered and approved the divestment of up to 66,76,843 equity shares through the stock exchange mechanism.

OFS Structure and Timeline

The offer involves equity shares of face value 10 rupees each, representing 7.24% of Andhra Cements Limited's total issued equity share capital. The OFS will be conducted over two days through a separate designated window on both BSE Limited and National Stock Exchange of India Limited.

Parameter: Details Offer Size: 66,76,843 equity shares Face Value: 10 rupees per share Percentage of Capital: 7.24% Floor Price: 52 rupees per equity share Trading Dates: March 17-18, 2026 Trading Hours: 9:15 a.m. to 3:30 p.m. (IST)

Allocation Methodology

The OFS follows a structured allocation approach with separate categories for different investor types. Non-retail investors will have exclusive access on March 17, 2026 (T day), while retail investors can participate on March 18, 2026 (T+1 day).

Non-Retail Category:

Minimum 25% reserved for mutual funds and insurance companies

100% upfront payment required for non-institutional investors

Institutional investors have option to bid without upfront payment

Maximum 25% allocation per single bidder (except mutual funds and insurance companies)

Retail Category:

Minimum 10% of offer shares reserved for retail investors

Retail investors defined as individuals bidding up to 200,000 rupees total value

Option to bid at cut-off price or specific price above floor price

No retail discount applicable

Settlement and Operational Details

Anand Rathi Share and Stock Brokers Limited will serve as the sole broker for the transaction, with broker codes NSE-06769 and BSE-0949. Settlement will occur on a trade-for-trade basis with different timelines based on investor category and payment method.

Settlement Category: Settlement Day Non-retail (T day, upfront payment): T+1 Day Institutional (T day, no upfront): T+1 Day Retail and carry-forward bids: T+2 Day

Regulatory Compliance and Disclosure

The OFS is being undertaken primarily to achieve minimum public shareholding requirements as prescribed under Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, and Regulation 38 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has submitted formal disclosure under Regulation 30 read with Schedule III of SEBI LODR Regulations to both NSE and BSE.

The transaction follows SEBI's comprehensive guidelines on offer for sale through stock exchange mechanism. The seller reserves the right to withdraw the offer before opening on T day, subject to a 10-day cooling-off period. The offer may also be cancelled if insufficient demand is received at or above the floor price, or in case of settlement default.

Corporate Governance

The Investment Committee meeting commenced at 3:00 p.m. and concluded at 3:45 p.m. on March 16, 2026. Company Secretary and Compliance Officer J. Raja Reddy has signed the regulatory filings, ensuring compliance with applicable SEBI LODR Regulations. The company has confirmed that this transaction does not fall within related party transactions and expects completion by March 18, 2026.

Sagar Cements Limited has formally notified stock exchanges about the re-appointment of Smt. N. Sudha Rani as Nominee Director, following successful shareholder approval through postal ballot voting concluded on March 13, 2026. The company submitted the regulatory intimation to BSE and NSE in compliance with SEBI regulations.

Director Re-appointment Details

The company confirmed that shareholders approved the re-appointment of Smt. N. Sudha Rani (DIN: 09032212) as Nominee Director representing Telangana Industrial Development Corporation Limited (TSIDC) on the Board of Sagar Cements Limited. Her tenure extends from January 20, 2026, till January 31, 2028.

Parameter: Details Director Name: Smt. N. Sudha Rani DIN: 09032212 Position: Nominee Director (TSIDC) Effective Date: January 20, 2026 Term End: January 31, 2028 Current Role: Deputy General Manager (EPM & Accounts), TSIDC

Postal Ballot Process and Results

The postal ballot notice was dispatched on February 10, 2026, to members whose email addresses were registered with the company or depositories. The remote e-voting period commenced on February 12, 2026, at 9.00 a.m. IST and concluded on March 13, 2026, at 5.00 p.m. IST. The cut-off date for determining voting eligibility was February 06, 2026, with 33,888 shareholders on record.

All three resolutions received strong shareholder support, with the director re-appointment resolution achieving 99.71% approval:

Resolution Type Valid Votes In Favour Against Approval % Director Re-appointment Ordinary 114,399,572 114,068,672 330,900 99.71% Office of Profit Appointment Ordinary 110,290,082 105,277,511 5,012,571 95.45% Related Party Transactions Special 12,360,262 12,325,038 35,224 99.72%

Additional Approved Resolutions

Besides the director re-appointment, shareholders approved the appointment of Mr. Sammidi Siddarth as Manager (Operations) with a monthly remuneration of Rs.5,00,000 and an annual increment of 10%. The Board received authorization to modify terms and conditions within approved limits.

Shareholders also approved material modifications to related party transactions with subsidiary Andhra Cements Limited, increasing the aggregate value from Rs.315 crores to Rs.630 crores for one year, along with approval for providing a loan of Rs.125 crores to Andhra Cements Limited.

Regulatory Compliance

Company Secretary J. Raja Reddy signed the formal intimation to stock exchanges, confirming compliance with SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, particularly Regulation 30. The company confirmed that Smt. N. Sudha Rani has not been debarred from holding the office of Director by any SEBI order or other authority.

B S S & Associates, Company Secretaries, served as the appointed scrutinizer for the postal ballot process, with KFin Technologies Limited providing the electronic voting platform. The successful completion enables Sagar Cements to proceed with its approved strategic initiatives and governance appointments.

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