Indo National Limited approved a Memorandum of Agreement to settle inter-se payables with its former wholesale distributors and a promoter group member, resulting in a net payment of ₹2.36 crore by the company.

The Board of Directors approved the execution of the MoA with Radiohms Agencies, RAL Consumer Products Limited (collectively, the Distributors), and Rajendra Prasad Khaitan (RPK) during its meeting held on October 12, 2026. The agreement formalizes the cessation of the Distributors' status as authorized wholesale distributors for Bihar, West Bengal, and North-Eastern States, effective September 26, 2024.

Agreement Terms and Financial Impact

The primary purpose of the MoA is to record the cessation of distribution rights and settle outstanding financial obligations between the parties. The settlement involves a net sum payable by Indo National after accounting for set-offs of identified payables and receivables belonging to Radiohms Agencies and RAL Consumer Products Limited.

Related Party Transaction Status

Rajendra Prasad Khaitan is a member of the promoter group of Indo National, classifying him as a related party under SEBI Listing Regulations. Consequently, this transaction falls under related party transactions. The company stated that the transaction was undertaken on an arm's length basis.

The agreement also imposes customary non-compete obligations on RPK and the Distributors regarding certain product lines of the company, along with non-solicit obligations vis-à-vis Indo National. No shares were issued or transferred as part of this agreement, and no other special rights such as director appointments or capital structure restrictions were granted.

Indo National Ltd invested ₹3.91 crore in Axial Aero Private Limited (AAPL) by subscribing to Class C Compulsorily Convertible Preference Shares (CCPS). This additional investment increases the company's aggregate holding in the flight simulator developer to 7.97%.

The transaction was executed as a cash consideration based on a valuation report issued by a registered valuer. Indo National acquired 35,249 Class C CCPS at a price of ₹1,109.10 per share. The disclosure was made under Regulation 30 of the SEBI LODR Regulations, 2015, following an earlier intimation dated September 17, 2026.

Stakeholding structure update

The acquisition does not constitute a related party transaction, and no promoter or group company holds any interest in AAPL. The table below details the change in shareholding post-acquisition.

Target entity profile

Axial Aero Private Limited, incorporated on August 5, 2020, is engaged in developing motion-based flight simulators for civil and military aviation sectors. The company operates within India and focuses on flight simulation technologies and digital terrain technologies.

The stated objective of the investment is to facilitate business growth, generate revenue, and earn profit through business expansion. No governmental or regulatory approvals were required for this acquisition, which is classified as a cash consideration deal.

What the numbers show

Axial Aero has demonstrated significant top-line expansion since its incorporation. The target company’s turnover grew from ₹51,822 in FY24 to ₹19,87,732 in FY25, and further to ₹1,43,30,818 in FY26. This trajectory indicates rapid scaling in revenue over the last three fiscal years, although the absolute figures remain small relative to the listed entity's scale.