ECS Biztech Limited held its 16th Annual General Meeting (AGM) on September 30, 2026, via Video Conferencing. Chairman Vijay Mansinhbhai Mandora briefed members on the ongoing open offer process and anticipated changes in promoter shareholding.

The meeting commenced at 12:06 pm and concluded at 12:29 pm. Company Secretary Nilam Viren Makwana confirmed the requisite quorum was present. The Annual Report for FY26 was e-mailed to registered shareholders as of September 4, 2026.

Attendance and voting details

Total shareholders as of the cut-off date, September 23, 2026, stood at 10,801. Only 31 members attended the virtual meeting. Remote e-voting was facilitated through NSDL from September 27 to September 29, 2026.

Key discussions

Mr. Mandora thanked shareholders for their support and provided an overview of the company’s current status. He specifically highlighted the ongoing open offer process and indicated potential management changes in the near future. The Notice convening the AGM, Board Report, and Accounts for FY26 were taken as read with member consent.

No questions were raised by registered speakers during the session due to their absence. The meeting concluded with a vote of thanks to the directors, auditors, and members.

Vijay Mansinhbhai Mandora, promoter of ECS Biztech Limited, has sold his entire equity stake, transferring control to Rakesh Ramanlal Shah and Komal Infotech Private Limited. The transaction involved the sale of 1,22,30,916 shares, representing 59.50% of the company's share capital.

The disclosure was filed with BSE Limited on September 28, 2026, under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This filing complements the earlier acquirer-side disclosure under Regulation 29(1). The shares were sold through an off-market transaction executed via a Share Purchase Agreement dated July 29, 2026, with acquisition dates ranging from September 24, 2026, to September 25, 2026.

Breakdown of Shareholding Acquisition

The total stake was acquired by two distinct entities acting in concert. Komal Infotech Private Limited purchased 7,30,916 shares, representing 3.56% of the share capital. Rakesh Ramanlal Shah individually acquired 1,15,00,000 shares, accounting for 55.95% of the company's equity. The combined holding post-acquisition stands at 1,22,30,916 shares.

Promoter Exit and Residual Holdings

Prior to this transaction, Vijay Mandora held 1,22,30,416 shares (59.50%), and Ms. Seema Vijay Mandora held 8,764 shares (0.04%). Together with other promoter group entities, their combined pre-transaction holding was 1,34,46,936 shares (65.42%).

Following the sale, Vijay Mandora’s holding reduced to zero. Ms. Seema Vijay Mandora retained 8,264 shares after selling 500 shares. Other promoter group members, including Ms. Achal Vijaysinh Mandora and Mandora Finserve Private Limited, did not participate in the sale and retained their respective holdings.

Regulatory Implications and Open Offer

The acquisition triggers mandatory compliance requirements under SEBI regulations. According to the filing, the acquirers did not belong to the promoter or promoter group prior to the transaction. However, the Share Purchase Agreement entered into with the existing promoters triggered an open offer obligation. Following the completion of the open offer and the transactions contemplated in the agreement, Komal Infotech and Rakesh Ramanlal Shah will become part of the promoter and promoter group of ECS Biztech Limited.

The target company’s equity share capital remains unchanged at ₹20,55,50,470, divided into 2,05,55,047 equity shares of ₹10 each. The acquisition mode is specified as an off-market purchase, distinct from public market transactions.

What the Numbers Show

The data reveals a complete exit by the primary promoter, Vijay Mandora, who transferred his entire 59.50% stake. While the Mandora family group retains a residual 5.92% stake through other entities like Mandora Finserve Private Limited, the transfer of voting rights is concentrated entirely with the new acquirers. Rakesh Ramanlal Shah now holds a dominant 55.95% individual stake, significantly outweighing the corporate entity Komal Infotech's 3.56%. This structure indicates that economic control and voting power are heavily skewed towards the individual director, who also serves as the signatory for the corporate acquirer.