Tega Industries Limited disclosed that Mehul Mohanka Benefit Trust acquired 21,62,891 equity shares, representing approximately 99.96% of the paid-up capital of its promoter, Nihal Fiscal Services Private Limited (NFSPL). The transaction occurred via an off-market gift transfer from family members between October 8 and October 9, 2026.

Despite the near-total change in NFSPL's internal shareholding, the filing confirms there is no change in the control or management of either NFSPL or Tega Industries. The aggregate holding of the Promoter and Promoter Group category remains unchanged, ensuring the promoter stake in the listed entity stays constant.

Details of the inter-se transfer

The acquisition was executed through a gift mechanism among members of the Promoter Group. The transferors included Ms. Manju Mohanka, Mr. Madan Mohan Mohanka, Mr. Manish Mohanka, and Mr. Mehul Mohanka. The table below outlines the specific share movements:

Note: Percentages are rounded to two decimal places as per the disclosure.

Regulatory compliance and exemptions

The transfer was conducted pursuant to an exemption granted by the Securities and Exchange Board of India (SEBI). SEBI issued Order No. WTM/KCV/CFD/19/2025-26 on January 27, 2026, under Section 11(1) and Section 11(2)(h) of the SEBI Act, 1992, read with Regulation 11(5) of the SEBI Takeover Regulations. This exemption allows for such inter-se transfers within the promoter group without triggering mandatory open offer obligations, provided control remains unaffected.

The disclosures were filed under Regulations 29(1) and 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The company secretary confirmed that the aggregate holding of the Promoter and Promoter Group category before and after the transfer remains identical.

What the numbers show

A key observation from the disclosure is the concentration of ownership consolidation within a single trust vehicle. Ms. Manju Mohanka alone transferred 58.64% of NFSPL's capital to the Mehul Mohanka Benefit Trust. When combined with Mr. Manish Mohanka's contribution of 22.11%, these two individuals account for over 80% of the shares moved. This suggests a strategic centralization of promoter assets into the benefit trust structure, potentially for succession planning or estate management purposes, while maintaining the existing promoter group's indirect stake of 49.88% in Tega Industries.

Tega Industries has disclosed that investor Mukul Agarwal holds a 1.33% stake in the company for Q2.

Shareholding details

The following table summarises the disclosed shareholding position of Mukul Agarwal in Tega Industries for Q2:

Mukul Agarwal's 1.33% stake positions him as a notable individual investor in Tega Industries as per the Q2 shareholding disclosure.