Fine Organic Industries Limited has completed the acquisition of an 80% equity stake in Oleofine Organics SDN. BHD. The transaction was finalized on September 9, 2026, making the Malaysian entity a subsidiary.

The completion also triggers a change in control for Fine Organic Industries (Thailand) Co., Ltd. With Fine Organic Industries holding 45% and Oleofine holding 10%, the combined voting power exceeds 50%. Consequently, the Thailand entity became a subsidiary effective September 9, 2026.

Transaction Structure

The acquisition involves purchasing shares from existing shareholders of Oleofine Organics SDN. BHD. A significant portion constitutes a related-party transaction.

• 50% stake: Acquired from Smoothex Chemicals Private Limited, a promoter group entity.
• 30% stake: Acquired from other unrelated existing shareholders.

Key promoters, including Chairman Mukesh Shah, Managing Director Jayen Shah, and CEO Tushar Shah, hold directorships or membership in Smoothex. The company stated the transaction was carried out on an arm's length basis.

Financial Profile of Targets

Oleofine Organics reported consistent turnover growth over recent fiscal years. The financial data indicates a strengthening revenue base for the acquired entity.

As of January 31, 2026, the net worth of Oleofine Organics stood at RM 3,42,45,075, equivalent to approximately ₹79.65 crore.

Fine Organic Industries (Thailand) reported turnover of THB 101,172,263 (₹28.87 crore) for the fiscal year ended December 31, 2025. Its net worth as of that date was THB 122,386,736 (₹34.92 crore).

What the Numbers Show

The acquisition cost of RM 3,42,08,000 is nearly identical to Oleofine's disclosed net worth of RM 3,42,45,075 as of January 31, 2026. This parity suggests the valuation is anchored closely to book value rather than commanding a significant premium. Additionally, Oleofine's FY26 turnover represents a notable increase from the previous year, indicating operational scaling prior to the buyout.

Fine Organic Industries promoter Jayen Ramesh Shah acquired 3,06,978 equity shares from his Hindu Undivided Family (HUF) entity on September 7, 2026. The acquisition followed the partition of the HUF and was executed as an off-market transaction.

The deal falls under Regulation 10(1)(a)(ii) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, which exempts inter-se transfers among qualifying persons who have been named as promoters for at least three years. No consideration was paid for the shares, as the transfer occurred within the promoter group.

Shareholding Changes

Prior to the transaction, Jayen Ramesh Shah held 49,16,366 shares, representing 16.04% of the company’s total share capital. Following the acquisition, his holding increased to 52,23,344 shares, or 17.04%.

The transferor, Jayen R Shah HUF (with Jayen Ramesh Shah as Karta), held 3,06,978 shares (1.00%) before the partition and holds zero shares post-transaction. The total promoter group stake remained unchanged at 75.00% of the diluted share capital.

Regulatory Compliance

The acquirer filed the required disclosure under Regulation 10(5) with the stock exchanges on August 27, 2026, adhering to the specified timeline. The final report under Regulation 10(6) was submitted to BSE Limited and National Stock Exchange of India Limited on September 8, 2026.

Other promoters and persons acting in concert (PACs), including Mukesh Maganlal Shah, Tushar Ramesh Shah, and Bimal Mukesh Shah, retained their existing stakes without any change during this transaction.