Liberty Shoes has filed applications with the National Stock Exchange and Bombay Stock Exchange seeking the reclassification of two promoter shareholders from the "Promoter and Promoter Group" category to the "Public" category.

The company submitted the filings on August 18, 2026, requesting no-objection certificates and approvals from the exchanges. This action follows earlier disclosures made on July 22, 2026, and August 10, 2026, regarding requests received from the concerned shareholders.

Regulatory Compliance

The reclassification process is governed by Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company stated it will comply with all applicable requirements under this regulation and adhere to any directions or guidelines issued by the stock exchanges.

This disclosure was made in compliance with Regulation 30 of the SEBI LODR Regulations, which mandates timely disclosure of price-sensitive information.

Key Details

The company confirmed it will keep stakeholders and stock exchanges informed of further developments as they arise. CS Munish Kakra, CFO and Company Secretary, signed off on the communication.

Liberty Shoes Limited received an administrative warning from the Securities and Exchange Board of India (SEBI) regarding non-compliance with regulations tied to the reclassification of two promoter shareholders. The regulator observed that the company failed to disclose material developments and did not place the reclassification requests before shareholders as required. This regulatory scrutiny impacts the company's corporate governance standing and requires immediate corrective action to align with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The issue stems from requests dated March 23, 2024, submitted by Shri Arpan Gupta, individually and as Karta of Dinesh Kumar Gupta HUF, to reclassify their status from "Promoter and Promoter Group" to "Public". SEBI noted that while the company initially disclosed the consideration of these requests, it failed to update the stock exchanges on the final outcome. Specifically, the Board of Directors formed its views on the requests during a meeting on May 29, 2024, but the subsequent disclosure of this meeting's outcome did not reference the requests or the Board's final consideration.

Consequently, SEBI observed that Liberty Shoes did not comply with Regulation 31A(8)(b) read with Regulation 30(7) of the LODR Regulations. These regulations mandate the disclosure of board meeting minutes considering such requests as a material event and require regular updates until the event is resolved. The regulator has viewed this non-compliance seriously and warned the company to improve its compliance standards to avoid future enforcement action.

Furthermore, SEBI advised that the Board of Directors is not empowered to decline placing such requests before shareholders. The regulator observed that the Board, having concluded the promoters did not satisfy reclassification conditions, rejected the requests via email on June 07, 2024, rather than placing them before a general meeting for approval. This action was found to be not in accordance with Regulation 31A(3)(a)(ii).

In response to the observations, Liberty Shoes must place the reclassification requests before shareholders in a general meeting, along with the Board's views, and process the requests further as per the regulatory framework. The company is also required to take corrective steps, place the communication before its Board, and disseminate the details on the stock exchanges. The company stated that the communication is under examination with legal advisors and confirmed that no monetary penalty or enforcement action has been imposed.