Spinaroo Commercial Promoter Aditya Todi Acquires 825000 Shares via Inter-se Transfer, Stake Rises to 23.492%

Spinaroo Commercial Limited's promoter and Chairman & Managing Director, Aditya Todi, has filed a disclosure under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, reporting an inter-se transfer of equity shares. The disclosure, dated May 07, 2026, was submitted to BSE Limited and pertains to a transaction executed on May 6, 2026.

Transaction Overview

The inter-se transfer involved the acquisition of 825000 equity shares carrying voting rights, representing 11.796% of the total share capital of Spinaroo Commercial Limited. This transaction was conducted entirely through an inter-se transfer mode among promoters, with no open market or off-market dealings involved.

The key details of the transaction are summarised below:

Parameter: Details Acquirer: Aditya Todi Acquirer Category: Promoter Mode of Acquisition: Inter-se Transfer Date of Acquisition: May 6, 2026 Shares Acquired: 825000 % of Total Share Capital Acquired: 11.796% Stock Exchange: BSE Limited Equity Share Capital (Before): 6994000 shares of Rs. 10 each Equity Share Capital (After): 6994000 shares of Rs. 10 each

Shareholding Before and After Acquisition

The inter-se transfer resulted in a significant increase in Aditya Todi's shareholding in Spinaroo Commercial Limited. The table below presents the change in his holding:

Metric: Before Acquisition After Acquisition Shares Carrying Voting Rights: 818000 1643000 % w.r.t. Total Share/Voting Capital: 11.696% 23.492% Shares Encumbered: NIL NIL Voting Rights Otherwise than by Shares: NIL NIL Warrants/Convertible Securities: NIL NIL

Prior to the transaction, Aditya Todi held 818000 equity shares, accounting for 11.696% of the total share and voting capital. Following the acquisition of 825000 shares through the inter-se transfer, his total holding rose to 1643000 shares, representing 23.492% of the total share and voting capital of Spinaroo Commercial Limited.

Company and Capital Structure

The total equity share capital of Spinaroo Commercial Limited remained unchanged at 6994000 shares of Rs. 10 each both before and after the acquisition. No warrants, convertible securities, or other instruments entitling the acquirer to receive shares carrying voting rights were involved in this transaction. The company is listed on BSE Limited and is registered with CIN: L74999WB2012PLC184812.

The disclosure was digitally signed by Aditya Todi in his capacity as Chairman & Managing Director on May 07, 2026, and submitted to BSE Limited in compliance with the applicable SEBI regulations.

Spinaroo Commercial Limited has filed its Statement of Deviation or Variation in utilisation of funds under Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, dated 9 January 2026. The filing, addressed to BSE Limited, pertains to the quarter and year ended 31 March 2026. The company confirmed that there are no deviations or variations in the utilisation of proceeds raised through its Preferential Issue of Convertible Warrants and Rights Issue, in line with the stated objects of fund raising.

Compliance Filing Under SEBI Regulation 32

The disclosure was made pursuant to Regulation 32 of the SEBI Listing Regulations and SEBI Circular No. CIR/CFD/CMD1/162/2019 dated 24 December 2019. Spinaroo Commercial stated that the utilisation of funds is fully in accordance with the objects for which the funds were raised, with no variation reported for the quarter ended 31 March 2026. The statement was reviewed and confirmed by the company's Audit Committee.

Statement of Deviation/Variation — Key Details

The following table summarises the key parameters of the fund utilisation statement as submitted by the company:

Parameter: Details Name of Listed Entity: Spinaroo Commercial Limited Mode of Fund Raising: Not Applicable Date of Raising Funds: Not Applicable Amount Raised: 0 Report Filed for Quarter Ended: 31-03-2026 Monitoring Agency: Not Applicable Deviation/Variation in Use of Funds: No Explanation for Deviation/Variation: Not Applicable Comments of Audit Committee: Not Applicable Comments of Auditors: No comments

Signatory and Corporate Details

The filing was digitally signed by Megha Khanna, Company Secretary and Compliance Officer (Membership Number: ACS 39062), on behalf of Spinaroo Commercial Limited. The company, formerly known as Spinaroo Commercial Private Limited, is registered with CIN: L74999WB2012PLC184812 and operates from its registered office at Jalan Industrial Complex, Howrah, Kolkata.

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