Iykot Hitech Toolroom Limited has formally disclosed the execution of a Share Purchase Agreement (SPA) by its promoters for the sale of 34.58% equity stake to Aspect Global Ventures Private Limited. The regulatory disclosure filed under SEBI LODR Regulations confirms the completion of the transaction structure that triggers a mandatory open offer to public shareholders.

Share Purchase Agreement Execution

The promoters executed the SPA on February 24, 2026, with Aspect Global Ventures Private Limited for the sale of 35,89,080 fully paid-up equity shares. The transaction involves four promoter shareholders selling their combined holdings at ₹8.00 per share.

Promoter Shareholding Details

The SPA encompasses the complete sale of holdings from four promoter shareholders, representing a significant ownership transfer in the toolroom manufacturing company.

Share Capital Structure and Forfeiture Impact

The company's voting share capital calculation reflects the Board's earlier decision on January 9, 2026, to forfeit 99,01,931 partly paid-up equity shares where call money remained unpaid by shareholders.

Mandatory Open Offer Requirements

Pursuant to SEBI takeover regulations, Aspect Global Ventures must make an open offer to public shareholders for 26% of the existing voting share capital at ₹8.50 per share.

Control Transfer and Management Restructuring

The SPA provides for comprehensive management changes upon completion of the open offer. Aspect Global Ventures will be entitled to exercise control over the company after twenty-one working days from the detailed public statement, subject to regulatory approvals.

Key control provisions include appointment of Acquirer-nominated directors, resignation of Seller-nominated directors, and reclassification of Acquirer as Promoter under SEBI LODR Regulations. The agreement includes extensive covenants restricting the sellers from various corporate actions during the agreement currency, including limitations on share transfers, capital structure alterations, and material business decisions without Acquirer consent.

Iykot hitech toolroom Limited has received relief from BSE Limited regarding SOP (Straight Through Processing) fines that were levied for alleged regulatory non-compliance. The company announced on January 29, 2026, that BSE has acceded to its waiver request and withdrawn the imposed penalties.

Fine Waiver Details

The waiver pertains to SOP fines that were levied pursuant to SEBI's Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024. The fines were imposed for alleged non-compliance with certain regulations under Regulation 31A(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Company Representations and BSE Decision

The company had made several correspondences and representations to BSE Limited challenging the imposed fines. After due consideration of the facts and submissions presented by IYKOT HITECH TOOLROOM, BSE Limited concurred with the company's position and decided to withdraw the SOP fines.

The waiver was formally communicated to the company through BSE's mail dated January 13, 2026. In its disclosure, the company expressed gratitude to the stock exchange for conceding to the waiver request.

Regulatory Compliance

This disclosure has been made by the company pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which mandates listed companies to inform stock exchanges about material events and developments. The announcement was signed by Likhitta Dugar, Whole Time Director of the company, with DIN: 09768742.

The successful waiver of these regulatory fines removes a financial burden from the company and demonstrates the effectiveness of proper representation in regulatory matters. IYKOT HITECH TOOLROOM operates from its registered office in Chennai and is engaged in toolroom and precision engineering activities.