Ashapura Minechem Limited's Board of Directors concluded its meeting on March 24, 2026, with significant approvals including the Employee Stock Option Plan 2026, incorporation of a UAE subsidiary, and postal ballot arrangements. The meeting, which commenced at 3:00 pm and concluded at 6:00 pm, addressed multiple strategic initiatives as communicated to BSE Limited and National Stock Exchange of India Limited under Regulation 30 of SEBI regulations.

ESOP 2026 Approval and Structure

The board approved the "Ashapura Minechem Limited - Employee Stock Option Plan 2026" as recommended by the Nomination and Remuneration Committee, subject to shareholder approval through postal ballot. The plan encompasses comprehensive employee benefits across the corporate structure.

The ESOP 2026 extends to employees of the holding company, subsidiary companies, associate companies, and group companies, both present and future. The exercise price will be determined by the Nomination and Remuneration Committee within regulatory frameworks, ensuring compliance with Companies Act 2013 and SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

UAE Subsidiary Incorporation

The board decided to incorporate a wholly owned subsidiary in the United Arab Emirates under the name "Ashapura Resources UAE FZE," superseding an earlier acquisition decision that was put on hold due to internal structuring issues. This strategic move represents operational and business convenience for the company's expansion.

Postal Ballot and Governance Matters

The board approved a comprehensive postal ballot notice seeking shareholder consent through special resolutions for multiple matters. Mr. Virendra Bhatt, Practicing Company Secretary, has been appointed as the scrutinizer to conduct the postal ballot process.

The postal ballot will address ESOP 2026 adoption, extension to group companies, re-appointment of Shri Hemul Shah as Executive Director and CEO for two years from February 16, 2026, and regularization of appointments for Shri Jagdish Shetty and Shri Wilson Mathais as Independent Directors for five-year terms from February 5, 2026.

Regulatory Compliance and Communication

The formal communication was signed by Sachin Polke, Company Secretary and President (Corporate Affairs), ensuring compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The company has provided detailed annexures covering ESOP specifications, subsidiary incorporation details, and the complete calendar of events for the postal ballot process, maintaining transparency with regulatory bodies and investors.

Ashapura Minechem has witnessed significant shareholding changes as two family trusts acquired a combined 72,60,047 equity shares through off-market transactions on February 24, 2026. The transfers were conducted as part of succession planning initiatives within the promoter group, executed without monetary consideration under SEBI regulatory exemptions.

Family Trust Acquisitions

The share acquisitions involved two distinct family trusts, both belonging to the promoter group category. The transactions were structured to facilitate succession planning and ensure continued welfare of the promoter family.

Both trusts had no prior shareholding in the company before these acquisitions. The Manan Chetan Shah Family Trust is managed by Chetan Navnitlal Shah as Managing Trustee, while the Chaitali Nishit Salot Family Trust is also under the trusteeship of Chetan Navnitlal Shah.

Promoter Shareholding Changes

Simultaneously with the trust acquisitions, promoter Chetan Navnitlal Shah disposed of 72,60,047 shares, representing the exact number acquired by the two family trusts. This transfer resulted in a significant reduction in his direct shareholding.

Transaction Details and Regulatory Compliance

The off-market transactions were conducted under specific regulatory provisions to facilitate family succession planning. The transfers were executed without consideration, meaning no monetary exchange occurred between the parties.

Key transaction parameters include:

• Transaction Date: February 24, 2026
• Mode: Off-market transaction without consideration
• Purpose: Succession planning and continued welfare of promoter family
• Regulatory Framework: SEBI Exemption Order NO. WTM/KCV/CFD/16/2025-26

The company's total equity share capital remained unchanged at 9,55,26,098 equity shares of ₹2 each both before and after the transactions. The shares are listed on BSE Limited and National Stock Exchange of India Limited.

Regulatory Disclosures

The transactions were disclosed under Regulation 29(1) & (2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. All filings were completed on February 25, 2026, with proper documentation submitted to both stock exchanges where the company's shares are listed.

The restructuring reflects a strategic approach to family wealth management and succession planning within the promoter group, while maintaining compliance with securities regulations and disclosure requirements.