Gabriel India Limited has reported a significant share transmission within its promoter group structure under SEBI's Substantial Acquisition of Shares and Takeover (SAST) regulations. The disclosure, dated February 20, 2026, details the transmission of 18,83,680 equity shares from late Deep C Anand to Kiran D Anand, a promoter group member.

Share Transmission Details

The transmission involves 18,83,680 equity shares with a face value of ₹ 1/- each, representing 1.31% of Gabriel India Limited's total shareholding. Following this transmission, Kiran D Anand's shareholding in the company has increased substantially.

Shareholding Changes

The transmission has resulted in significant changes to individual shareholding patterns while maintaining overall promoter group stability. The detailed shareholding comparison shows the impact of this internal transfer.

Regulatory Compliance

The share transmission falls under the exemption provided by Regulation 10(1)(g) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This exemption allows for certain types of share transfers without triggering mandatory open offer requirements.

Key regulatory aspects include:

• No requirement for prior disclosure under Regulation 10(5)
• Exemption from mandatory open offer provisions
• Compliance with post-transaction disclosure requirements
• Maintenance of overall promoter group shareholding percentage

Promoter Group Holdings

Despite the internal transmission of shares, the aggregate shareholding of the entire promoter and promoter group remains unchanged at 7,90,04,167 equity shares, representing 55.00% of Gabriel India Limited's total share capital. This stability indicates that the transaction was purely an internal restructuring within the promoter group rather than any change in overall control structure.

Stock Exchange Disclosure

The disclosure has been filed with both BSE Limited (Company Code: 505714) and National Stock Exchange of India Limited (Company Code: GABRIEL), ensuring compliance with listing requirements. The company has requested both exchanges to take this information on record as per regulatory protocols.

Gabriel India Limited has announced a crucial equity shareholders meeting scheduled for March 18, 2026, following directions from the National Company Law Tribunal (NCLT) Mumbai Bench. The meeting will address a comprehensive composite scheme of arrangement involving multiple corporate restructuring activities under the Companies Act, 2013.

Meeting Details and Schedule

The equity shareholders meeting has been structured to facilitate maximum participation through modern communication channels. Key details of the meeting are outlined below:

Composite Scheme of Arrangement

The proposed scheme involves a complex corporate restructuring process with multiple phases. The arrangement includes the amalgamation of Anchemco India Private Limited (formerly Andasia Private Limited) as the transferor company with Asia Investments Private Limited as the transferee company. Subsequently, the automotive undertaking of Asia Investments Private Limited will be demerged into Gabriel India Limited as the resulting company.

The Board of Directors of Gabriel India Limited approved this scheme at their meeting held on June 30, 2025, subject to requisite shareholder approvals and NCLT sanction. The NCLT Mumbai Bench issued its order on January 29, 2026, directing the convening of this shareholders meeting.

Regulatory Compliance and Documentation

The meeting notice has been prepared in compliance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The comprehensive documentation includes:

• Copy of the proposed composite scheme of arrangement
• Explanatory statement with detailed rationale
• Relevant annexures as required under Section 230(3) of the Companies Act, 2013
• Instructions for video conferencing participation
• E-voting procedures and guidelines

Accessibility and Participation

Shareholders can access the complete meeting notice and related documents through multiple channels. The documentation is available on the company's website at www.anandgroupindia.com/gabrielindia and through the registrar and transfer agent KFIN Technologies Limited's e-voting platform at evoting.kfintech.com.

For shareholders whose email addresses are not registered, the company has provided specific procedures for registration. Physical mode shareholders must submit Form ISR-I to KFIN Technologies Limited, while demat shareholders should contact their respective depository participants.

Corporate Communication Strategy

As directed by the NCLT order, advertisements containing meeting details will be published on February 11, 2026, in Business Standard (English) and Loksatta (Marathi) newspapers. The company has also provided a QR code for direct access to meeting documents and established dedicated email support at secretarial@gabriel.co.in for shareholder queries.

The meeting represents a significant corporate development for Gabriel India Limited, with Mr. H. V. Subba Rao appointed as the chairperson for the proceedings. All eligible shareholders are encouraged to participate in this important decision-making process that will shape the company's future structure and operations.