Valiant clarifies DVLLP settlement terms

Valiant Organics Limited has issued a corrigendum to clarify the settlement terms for its proposed material related party transaction involving Dhanvallabh Ventures LLP (DVLLP). The company is ceasing its partnership in DVLLP and acquiring a 34.26% stake in Valiant Laboratories Limited. The board initially approved the proposal on May 19, 2026, involving the transfer of 1,86,07,531 equity shares by DVLLP to settle the amount attributable to the company.

The corrigendum dated May 22, 2026, specifies that the settlement amount will be discharged through the transfer of equity shares and a cash payment. Valiant Organics will pay a sum of Rs. 6,34,34,544 (inclusive of taxes) to DVLLP towards the adjustment of its proportionate capital contribution upon cessation. This payment is in addition to the 1,86,07,531 equity shares of Valiant Laboratories Limited being transferred to Valiant Organics.

Financials of DVLLP

The disclosure details the financial contribution of DVLLP for the fiscal year 2026 relative to the consolidated financials of Valiant Organics.

Particulars	Amount (Rs. in Crores)	Contribution on consolidated basis as on March 31, 2026 (%)
Turnover	0.3756	0.05%
Net worth	83.79	11.34%

Transaction and Valuation Details

The board determined the transaction is at fair market value on an arm's length basis, supported by a valuation report from GBCA & Associates LLP. The acquisition is exempt from making an open offer under SEBI takeover regulations. The volume weighted average market price (VWAP) for the 60 trading days preceding the notice is Rs. 62.71 per equity share.

Particulars	Details
Target Company	Valiant Laboratories Limited
Acquirer	Valiant Organics Limited
Transferor	Dhanvallabh Ventures LLP
Shares to be acquired	1,86,07,531
Stake acquired	34.26%
Cash adjustment	Rs. 6,34,34,544

Shareholding Pattern

Following the transaction, DVLLP will reduce its holding in Valiant Laboratories Limited from 46.84% to 12.58%, while Valiant Organics will emerge as a major shareholder with a 34.26% stake.

Shareholder	Pre-Transaction Shares	Pre-Transaction %	Post-Transaction Shares	Post-Transaction %
Valiant Organics Limited	-	-	1,86,07,531	34.26%
Dhanvallabh Ventures LLP	2,54,37,500	46.84%	68,29,969	12.58%

The transaction is subject to requisite approvals, including prior shareholder consent via special resolution. The definitive documents are expected to be finalized upon receipt of all necessary approvals, with completion anticipated within 60 days of shareholder approval.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-0.30%	-5.05%	+12.64%	+14.06%	-27.58%	-82.41%

Valiant Organics Limited's Nomination and Remuneration Committee (NRC) of the Board of Directors convened on Saturday, May 16, 2026, and approved the grant of 19,500 (Nineteen Thousand Five Hundred) employee stock options to eligible employees under the Valiant Employees Stock Option Plan 2022 ("ESOP Scheme"). The grant has been made in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The company disclosed this development to the stock exchanges pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Details of the ESOP Grant

The following table summarises the key parameters of the stock option grant as disclosed in Annexure-I filed with the exchanges:

Parameter:	Details
Total Options Granted:	19,500
Total Equity Shares Covered:	19,500
Exercise Price:	Rs. 10/- per option
Face Value per Share:	Rs. 10/- each
Conversion Ratio:	1 option = 1 equity share
Exercise Period:	Within 3 years from date of vesting
Options Exercised:	Nil
Options Lapsed:	Nil
Money Realised by Exercise:	Nil

Vesting Structure

The 19,500 options granted carry a structured vesting schedule as determined by the NRC. Of the total options granted, 15,000 options shall vest upon completion of a minimum vesting period of 1 year. The remaining options are subject to vesting upon achievement of specified performance criteria, as determined by the NRC in accordance with the applicable ESOP Scheme.

Once vested, each option entitles the holder to acquire one equity share of Valiant Organics upon payment of the exercise price. The exercise price shall in no event be less than the face value of the share, as prescribed under the scheme terms.

Scheme Administration and Compliance

The ESOP Scheme is administered by the NRC of the Board of Directors. The grant of options is based on eligibility criteria as defined under the scheme. The NRC determines the exercise price subject to conformity with applicable accounting policies. The scheme is in terms of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

Key highlights of the scheme's governance framework include:

The NRC oversees administration and eligibility determination
Exercise price is set at Rs. 10/- per option, consistent with the face value
Diluted earnings per share pursuant to the issue of equity shares on exercise of options is not yet applicable, as options are yet to be exercised
No subsequent changes, cancellations, or variations to option terms have been reported

The intimation was signed by Kaustubh Kulkarni, Company Secretary (ICSI M. No: A52980), on behalf of Valiant Organics Limited.