Gujarat Themis Biosyn indirect encumbrance over 5,12,40,000 shares

Pharmaceutical Business Group (India) Limited has disclosed an indirect encumbrance over 5,12,40,000 equity shares of Gujarat Themis Biosyn Limited . This action follows the creation of a pledge and a non-disposal undertaking by Vividhmargi Investments Private Limited over its shareholding in Pharmaceutical Business Group (India) Limited. The encumbrance, reported to BSE Limited and National Stock Exchange of India Limited on July 3, 2026, arises pursuant to a Debenture Trust Deed dated June 25, 2026.

Details of the Encumbrance

Vividhmargi Investments Private Limited created a pledge over 25,24,245 equity shares and a non-disposal undertaking over 21,57,855 equity shares of Pharmaceutical Business Group (India) Limited. These shares represent 51% and 47.98% of the issued and paid-up share capital of the company, respectively. The agreements were executed in favor of CTL Trusteeship Limited, acting as the Debenture Trustee, under a Pledge Agreement-cum-Non-Disposal Undertaking dated June 28, 2026.

Impact on Shareholding

As Pharmaceutical Business Group (India) Limited holds 5,12,40,000 equity shares in Gujarat Themis Biosyn Limited, the encumbrances on the parent company result in an indirect encumbrance over 47.02% of the equity share capital of the target company. The total promoter shareholding in Gujarat Themis Biosyn Limited stands at 7,72,18,083 shares, with the encumbered shares constituting 66.36% of the promoter holding.

Debt Instrument Details

The encumbrance relates to unrated, unlisted, secured, redeemable non-convertible debentures issued by OSS Software Solutions Labs Private Limited. The value of the encumbered shares is Rs. 19,68,89,70,000, against an involved amount of Rs. 135,00,00,000, resulting in a security cover ratio of 1:14.58. The borrowed funds are intended for personal use by the promoters and PACs.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-0.44%	+1.09%	-3.82%	+3.93%	+2.60%	+52.14%

Sachin D. Patel, a promoter of Gujarat Themis Biosyn Limited , has proposed to acquire up to 5,25,000 equity shares representing 0.50% of the total paid-up share capital of the company. The transaction is scheduled to occur between July 8, 2026, and July 14, 2026, through an inter-se transfer from Pharmaceutical Business Group (India) Limited at a price of Rs. 395.75 per share. This acquisition will increase Patel's direct shareholding while the seller's stake reduces correspondingly.

The transfer is proposed under Regulation 10(1)(a)(ii) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, which provides an exemption for inter-se transfers among promoters and promoter group members. The acquirer submitted the intimation to BSE Limited and the National Stock Exchange of India Limited on July 1, 2026, in compliance with Regulation 10(5) of the SEBI Takeover Regulations.

Transaction Details

Detail	Information
Target Company	Gujarat Themis Biosyn Limited
Acquirer	Sachin D. Patel
Transferor	Pharmaceutical Business Group (India) Limited
Shares proposed to be acquired	Up to 5,25,000 equity shares
Date of acquisition	08 July 2026 to 14 July 2026
Percentage of share capital	Up to 0.50%
Price per share	Rs. 395.75
Mode of acquisition	Inter-se transfer

Prior to the proposed transaction, Patel holds 24,97,200 shares representing 2.29% of the share capital. Following the acquisition, his holding is expected to increase to 30,22,200 shares, representing 2.77% of the total paid-up share capital. The seller, Pharmaceutical Business Group (India) Limited, currently holds 5,12,40,000 shares (47.02%), which will reduce to 5,07,15,000 shares (46.54%) post-transaction.

The volume weighted average market price for the 60 trading days preceding the notice was Rs. 376.60 per equity share. The acquirer declared that the acquisition price would not be higher by more than 25% of the determined price. The actual number of shares acquired may be less than the proposed 5,25,000 equity shares.