Oricon Enterprises Limited has received a resounding approval from its shareholders for the sale and transfer of its Metal Crown Seals and Roll On Pilfer Proof Closures business to GUALA CLOSURES (INDIA) PRIVATE LIMITED. The special resolution, which proposed a slump sale of the business segment on a going concern basis, was passed through a postal ballot on September 16, 2025.

Voting Results

The voting results revealed overwhelming support for the transaction:

Out of a total of 157,047,715 shares, 100,580,394 votes were polled, representing a 64.04% turnout. The resolution received an astounding 99.99% approval, with only 5,637 votes cast against it.

Key Details of the Transaction

• The transaction involves the complete transfer of Oricon's manufacturing, trading, and sale business segment for Metal Crown Seals and Roll On Pilfer Proof Closures.
• The business will be transferred as a complete unit to GUALA CLOSURES (INDIA) PRIVATE LIMITED.
• The sale is structured as a slump sale, meaning the entire business segment will be transferred on a going concern basis.

Shareholder Composition and Voting Pattern

• Promoter and promoter group held 103,185,059 shares, of which 92,246,149 (89.40%) participated in the voting, all in favor of the resolution.
• Public non-institutional shareholders showed strong support with 99.93% voting in favor.
• Notably, public institutions holding 501,000 shares did not participate in the voting process.

Corporate Governance and Compliance

Oricon Enterprises has complied with the regulatory requirements by submitting the voting results and the scrutinizer's report to the stock exchanges. Ms. Mayuri Bharat Thakkar, a Practicing Company Secretary, acted as the scrutinizer for the postal ballot process.

This strategic move by Oricon Enterprises marks a significant shift in its business portfolio. The overwhelming shareholder approval suggests strong confidence in the company's decision to divest its Metal Crown Seals and Roll On Pilfer Proof Closures business to GUALA CLOSURES (INDIA) PRIVATE LIMITED.

Oricon Enterprises Limited, a company listed on the National Stock Exchange and BSE, has reported a significant reduction in its promoter group shareholding through an off-market transaction. The move has resulted in the promoter group's collective stake dropping from 11.93% to 2.96%, marking a substantial change in the company's ownership structure.

Transaction Details

The off-market sale involved multiple members of the promoter group, including:

• Namrata Somani
• Surendra Somani
• Vandana Somani
• Varun Somani

Additionally, associated companies such as Varun Somani HUF, Parijat Shipping and Finale Limited, Oriental Enterprises Limited, and Sarvamangal Mercantile Company Limited were part of the transaction.

Shareholding Changes

The transaction resulted in significant changes to individual promoter holdings:

Notably, most individual promoters reduced their stakes to zero, with only Vandana Somani retaining a minimal 0.01% stake in the company.

Corporate Entities' Holdings

While individual promoters significantly reduced their stakes, some corporate entities within the promoter group maintained or adjusted their holdings:

• Varun Somani HUF: Decreased from 0.52% to 0.11%
• Parijat Shipping and Finale Limited: Maintained at 0.02%
• Oriental Enterprises Limited: Increased from 0.02% to 2.30%
• Sarvamangal Mercantile Company Limited: Decreased from 2.30% to 0.11%

Impact on Share Capital

Following the transaction, Oricon Enterprises Limited's equity share capital increased from INR 3,141.49 lakhs to INR 3,414.49 lakhs. This change in share capital structure coincides with the significant shift in promoter group shareholding.

Regulatory Compliance

The company has made this disclosure in compliance with Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This regulation requires prompt disclosure of any substantial change in shareholding to ensure transparency in the stock market.

The off-market nature of this transaction suggests a strategic realignment within the promoter group, potentially signaling a shift in the company's ownership dynamics. Investors and market watchers will likely be keen to observe any subsequent changes in Oricon Enterprises' management or strategic direction following this significant shareholding adjustment.