Brand Concepts Limited has filed disclosures regarding an inter-se transfer of equity shares within its promoter group. The transaction involved the transfer of 1,624,220 equity shares, constituting 13.01% of the company's total share capital, from Mr. Pradeep Maheshwari (Promoter) to Mr. Prateek Maheshwari (Member of Promoter Group) by way of gift. The acquisition was executed on 08th May, 2026, and the necessary disclosures were submitted to the stock exchanges on 12th May, 2026. The disclosures were filed by Company Secretary and Compliance Officer Swati Gupta on behalf of Brand Concepts Limited.

Transaction Details

The off-market transfer was executed as a gift with no monetary consideration involved. As the transaction qualifies as an inter-se transfer between promoter and promoter group members, it is exempt from making an open offer under Regulation 10(1)(a)(i) of the SEBI SAST Regulations. The company also filed disclosures under Regulation 4(1) and 7(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The transaction was executed pursuant to proviso (i) to Regulation 4(1) of the Insider Trading Regulations, and the company confirmed that all requisite disclosures were made within the stipulated timelines.

Key details of the transaction are summarised below:

Shareholding Changes

The transfer has resulted in a significant shift in the individual shareholding of the promoter and the acquirer within the promoter group. The following table outlines the shareholding positions before and after the transaction:

As a result of the gift transfer, Mr. Prateek Maheshwari's shareholding increased from 11.03% to 24.04%, while Mr. Pradeep Maheshwari's stake decreased from 19.78% to 6.77%. The overall promoter group shareholding in Brand Concepts Limited remains unchanged, as the transfer occurred entirely within the promoter group. Mr. Prateek Maheshwari, who serves as Managing Director of Brand Concepts Limited (DIN: 00039340), submitted the disclosure directly to the Company Secretary, confirming the off-market nature of the transaction and the absence of any monetary consideration.

Brand Concepts Limited has submitted a formal disclosure to the stock exchanges dated 04 May 2026, under Regulation 10(5) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("SEBI SAST Regulations"), announcing a proposed off-market inter-se transfer of equity shares within its promoter group. The transaction involves the transfer of 1,624,220 equity shares, constituting 13.01% of the company's total share capital, from Mr. Pradeep Maheshwari (Promoter) to Mr. Prateek Maheshwari (Member of Promoter Group), scheduled to be completed on or before 08 May 2026.

Transaction Overview

The proposed transfer is structured as a gift, with no monetary consideration involved. As an inter-se transfer between members of the promoter and promoter group, the transaction falls under the exemption provided by Regulation 10(1)(a)(i) of the SEBI SAST Regulations, thereby exempting the acquirer from the obligation to make an open offer. The key details of the proposed transaction are summarised below:

Impact on Shareholding Structure

The proposed transfer will result in a significant change in the individual shareholdings of the transferor and transferee within the promoter group, while the aggregate promoter and promoter group holding in Brand Concepts Limited remains within the same group. The table below details the shareholding positions before and after the proposed transaction:

Following the transfer, Mr. Prateek Maheshwari's individual shareholding will increase from 11.03% to 24.04%, while Mr. Pradeep Maheshwari's holding will decrease from 19.78% to 6.77%.

Regulatory Compliance and Declarations

Mr. Prateek Maheshwari, in his capacity as Managing Director and Member of the Promoter Group (DIN: 00039340), has signed the disclosure and accompanying declarations. The acquirer has declared that both the transferor and transferee have complied with the applicable disclosure requirements under Chapter V of the SEBI SAST Regulations during the three years prior to the date of the proposed acquisition. Additionally, the acquirer has confirmed that all conditions specified under Regulation 10(1)(a) of the SEBI SAST Regulations with respect to the applicable exemptions have been duly complied with, as detailed in Annexure B filed with the stock exchanges.

Filing and Documentation

The disclosure was filed with both the National Stock Exchange of India Limited and BSE Limited on 04 May 2026. Supporting documentation, including copies of disclosures made by the transferor and transferee during the previous three years in accordance with Chapter V of the SEBI SAST Regulations, has been enclosed as Annexure A. The filing has been digitally signed by Mr. Prateek Maheshwari and submitted to the exchanges for record and dissemination to all concerned parties.