Swan Defence and Heavy Industries Limited has announced that its promoter Hazel Infra Limited (HIL) is evaluating a proposal to divest approximately 5.01% of the company's equity shares through the Offer for Sale (OFS) mechanism. The announcement was made through a regulatory filing dated March 9, 2026, in compliance with SEBI disclosure requirements.

Proposed Transaction Details

The promoter's proposal involves utilizing the stock exchange mechanism for the share sale, following established SEBI circulars and guidelines. The transaction structure and methodology align with standard OFS procedures designed to facilitate orderly market transactions.

Regulatory Compliance Objective

The primary objective of this potential divestment is to achieve Minimum Public Shareholding (MPS) compliance. This regulatory requirement ensures adequate public participation in listed companies and enhances market liquidity. The proposed sale represents a strategic move by the promoter to align with SEBI's public shareholding norms.

Current Status and Next Steps

Swan Defence has clarified that the proposal remains under evaluation as of the filing date. The company has committed to providing additional disclosures in accordance with Regulation 30 and applicable SEBI circulars once final confirmation is received from the promoter. This measured approach ensures all regulatory protocols are properly followed before proceeding with any transaction.

Company Background

Swan Defence and Heavy Industries Limited, formerly known as Reliance Naval and Engineering Limited, operates in the defense and heavy industries sector. The company maintains its registered office at Pipavav Port in Gujarat and corporate office in Mumbai's Ballard Estate. The company trades on both BSE (scrip code: 533107) and NSE (symbol: SWANDEF), providing investors with multiple trading platforms for participation in any future OFS transaction.

Swan Defence and Heavy Industries Limited has announced the reconstitution of its Risk Management Committee following a Board resolution passed by circulation, with the new structure taking effect from February 20, 2026. The company communicated this corporate governance development to stock exchanges in compliance with Regulation 30 of the SEBI (LODR) Regulations, 2015.

New Committee Composition

The reconstituted Risk Management Committee features a streamlined three-member structure with diverse expertise across different functional areas. The committee brings together independent oversight, executive leadership, and financial expertise to strengthen the company's risk management framework.

Leadership Structure

Mr. Kaiyoze Beji Billimoria assumes the role of Chairman, bringing independent oversight to the committee in his capacity as Non-Executive Independent Director. His appointment as Chairman ensures independent governance and objective risk assessment processes.

Mr. Paresch Merchant serves as an Executive Director member, providing operational insights and strategic perspective to risk management decisions. His executive role enables direct alignment between risk management strategies and business operations.

Mr. Rajesh Bhardwej contributes financial expertise as Chief Financial Officer, ensuring comprehensive financial risk assessment and management across the organization's operations.

Regulatory Compliance

The reconstitution was formally approved through a Board resolution passed by circulation, demonstrating efficient decision-making processes. Swan Defence and Heavy Industries Limited, formerly known as Reliance Naval and Engineering Limited, maintains its commitment to robust corporate governance practices through this committee restructuring.

The company secretary Priti P. Dave communicated this development to both BSE (Scrip Code: 533107) and NSE (Symbol: SWANDEF) on February 25, 2026, ensuring full regulatory compliance and transparency with stakeholders.