Genesis IBRC India Limited has witnessed a significant change in its shareholding pattern following a substantial acquisition by promoter Padmanaban Krishnamoorthy. The transaction involved the acquisition of 64,33,700 equity shares through an inter-se transfer by way of gift, marking a notable shift in the company's ownership structure.

Transaction Details

The acquisition was completed on January 19, 2026, through an off-market inter-se transfer within the promoter group. The transaction qualifies as a gift between immediate relatives, specifically between husband and wife, which falls under the exemption provided in Regulation 10(1)(a)(i) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Shareholding Pattern Changes

The acquisition has resulted in a substantial increase in Padmanaban Krishnamoorthy's stake in the company. His shareholding has grown significantly, representing one of the largest single transactions in the company's recent history.

Company Capital Structure

Genesis IBRC India Limited maintains a stable capital structure with no changes to its paid-up share capital following this transaction. The company's equity base remains consistent, providing clarity on the ownership redistribution.

Regulatory Compliance

The disclosure was filed under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, on January 20, 2026. The transaction benefits from regulatory exemptions as it involves an inter-se transfer between immediate relatives within the promoter group. Importantly, while individual shareholding has changed, the overall promoter and promoter group shareholding remains unchanged, as confirmed in the regulatory filing.

The acquisition involved no encumbrances, warrants, convertible securities, or other instruments, representing a straightforward equity transfer. No voting rights were acquired through means other than equity shares, and no shares were encumbered as part of this transaction.

Genesis IBRC India Limited has undertaken a comprehensive restructuring of its board composition and leadership team, as announced following a board meeting held on January 19, 2026. The changes reflect significant organizational transformation involving new appointments, resignations, and committee reconstitution.

New Director Appointments

The board approved several key appointments based on recommendations from the Nomination and Remuneration Committee. The company appointed three additional directors who will hold office until the next Annual General Meeting:

Subject to shareholder approval, the board also appointed two independent directors for five-year terms and designated Ms. Poonam Chaturvedi as Managing Director for one year.

Director Resignations

Four directors resigned from their positions, all citing changes in management, control through open offer, and other professional commitments as reasons for their departure:

Key Managerial Personnel Changes

The company witnessed significant changes in its key managerial positions. Mr. CHDVV Prasad Rao resigned as Chief Financial Officer, while the board approved the appointment of Mr. Ravindranath Rajaram as the new Chief Financial Officer, both changes effective January 19, 2026.

Committee Reconstitution

Following the board changes, the company reconstituted its key committees. Mr. Ashok Chhaganbhai Patel was appointed as Chairperson of the Audit Committee, Nomination and Remuneration Committee, and Stakeholder Relationship Committee. The committees now comprise the newly appointed directors in various capacities.

Proposed Name Change

The board approved a proposal to change the company name to CCME Global Limited, CCME International Limited, CCME Worldwide Limited, or any other name approved by the Ministry of Corporate Affairs. This change is subject to shareholder approval and other necessary regulatory clearances. The company plans to apply to BSE Limited under Regulation 45 of SEBI Listing Regulations for in-principle approval once MCA and shareholder approvals are obtained.

These comprehensive changes indicate a significant transformation in the company's leadership structure and strategic direction, with new management taking charge of operations and governance.