Promoters of Sancode Technologies have increased their combined stake in the company to 56.09% of the total voting capital by converting warrants into equity shares. The transaction, finalized on July 24, 2026, involved the allotment of 7,85,195 equity shares to promoter entities Khushboo Jain and Aneka LLC. This move consolidates control within the promoter group, which now holds a majority interest in the Mumbai-based technology firm.

The acquisition was executed through a preferential issue mechanism, as disclosed in filings submitted to the Bombay Stock Exchange (BSE) under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Khushboo Jain received 4,65,000 shares, while Aneka LLC was allotted 3,20,195 shares. Both entities are part of the promoter group, which also includes Amit Vijay Jain, Mihir Deepak Vora, and Znl Startup Accelerator LLP.

Acquisition Details

The conversion expanded Sancode Technologies’ equity share capital from 51,79,978 shares to 74,55,560 shares, each with a face value of ₹10. Prior to this transaction, the promoter group held 42,32,160 instruments comprising shares and warrants, representing 65.58% of the total share and voting capital and 56.39% of the diluted capital. Post-conversion, the group’s holding in outright equity shares stands at 42,32,160 shares, representing 56.09% of the total voting capital and 56.39% of the diluted voting capital. The remaining 50,000 warrants held by the group represent 0.66% of the diluted capital.

Regulatory Compliance

The disclosure was made in compliance with SEBI’s takeover regulations, requiring substantial acquirers to report changes in shareholding. The filing, dated July 28, 2026, confirms that all acquirers belong to the promoter or promoter group of Sancode Technologies. PAN numbers for all persons acting in concert (PACs) were included in the annexure submitted to the BSE. The filing explicitly states that the acquirers are part of the promoter group, distinguishing this transaction from external investments.

What the Numbers Show

The conversion of warrants into equity shares by the promoter group indicates a strategic decision to solidify ownership and voting rights within the founding team. By converting convertible instruments into outright equity, the promoters have reduced the dilution risk associated with outstanding warrants for other shareholders. With a consolidated stake exceeding 56%, the promoter group maintains strong control over corporate governance decisions at Sancode Technologies. This consolidation may signal confidence in the company’s long-term prospects and a desire to streamline decision-making processes without external shareholder interference.

Sancode Technologies Ltd disclosed a preferential allotment of equity shares and convertible warrants to its promoter group, increasing their holding in the company. The allotment comprised 4,44,444 equity shares and 8,35,195 convertible warrants, as per the filing submitted to BSE Ltd under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The transaction was executed on May 16, 2026, for shares and July 16, 2026, for warrants. The filing confirms that the acquirers belong to the promoter and promoter group of the target company.

The equity share capital of Sancode Technologies Ltd before the acquisition stood at 40,68,867 shares of ₹10 face value each. Following the allotment of shares, the total equity share capital increased to 51,79,978 shares. The total diluted share capital, assuming full conversion of the outstanding warrants, stands at 75,05,560 equity shares. The warrants entitle the acquirer to receive shares carrying voting rights upon conversion. The authorized signatory for the disclosure was Khushboo Jain.

Acquisition Details

The disclosure provides a breakdown of the holding before and after the acquisition. The promoter group, including Khushboo Jain, Aneka LLC, ZNL Startup Accelerator LLP, and Persons Acting in Concert (PAC) Amit Vijay Jain and Mihir Deepak Vora, acquired the securities. The acquisition details are as follows:

Acquirer Information

The acquirers include Khushboo Jain, Aneka LLC, ZNL Startup Accelerator LLP, Amit Vijay Jain, and Mihir Deepak Vora. The Permanent Account Numbers (PAN) for the acquirers are AHJPJ1176G, ABFCA0619N, AACFZ2340Q, ADZPJ9252H, and AHVPV1399M respectively. The disclosure was submitted to the Department of Corporate Services at BSE Limited on July 20, 2026.