Indong Tea Company Limited has informed BSE about an inter-se transfer of equity shares between its promoter group entities, executed as part of a court-approved merger scheme. The company received intimation on 16th February, 2026, regarding the transfer of 3,07,895 equity shares representing 1.585% of the total issued and paid-up share capital.

Transfer Details and Background

The share transfer was executed on 10th February, 2026, through off-market transfer (DIS) mechanism. This transaction stems from the Scheme of Amalgamation sanctioned by the Hon'ble National Company Law Tribunal (NCLT), Kolkata Bench, through an order dated 19th June, 2025. Under this scheme, Greenex Chemicals Private Limited (transferor company) merged with IBM Finance and Investment Private Limited (transferee company), both being members of Indong Tea Company's promoter group.

Shareholding Changes

The merger resulted in significant changes to the promoter group shareholding pattern:

Following the amalgamation, the entire shareholding of Greenex Chemicals Private Limited in Indong Tea Company has been transferred to IBM Finance and Investment Private Limited. This has resulted in IBM Finance and Investment Private Limited's stake increasing by 1.586 percentage points to 8.407%.

Regulatory Compliance

Both promoter group entities have submitted the required disclosures in Form C as mandated under Regulation 7(2) read with Regulation 6(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The disclosures were submitted to the company on 16th February, 2026, and subsequently forwarded to BSE for record.

Corporate Structure Impact

The merger consolidates the promoter group's shareholding under IBM Finance and Investment Private Limited, streamlining the corporate structure. Greenex Chemicals Private Limited, which held 3,07,895 shares representing 1.585% stake, no longer holds any shares in Indong Tea Company following the completion of the amalgamation process.

The transaction was executed through the Depository Participant (DIS) system as an off-market transfer, ensuring compliance with regulatory requirements. Both entities are registered at the same address - Sikkim Commerce House, 4/1, Middleton Street, Kolkata, indicating their common management structure within the promoter group.

Indong Tea Company Limited has announced key changes in its managerial personnel, with the Board of Directors approving the resignation of its Company Secretary and the appointment of a replacement on January 21, 2026. The changes were formalized during a board meeting that commenced at 08:00 P.M. and concluded at 08:30 P.M. on the same day.

Leadership Transition Details

The company has experienced a complete transition in its Company Secretary cum Compliance Officer position. The changes involve both a departure and immediate replacement to ensure continuity in corporate governance functions.

Outgoing Company Secretary Background

Chandan Gupta submitted his resignation letter dated December 02, 2025, citing better career opportunities with another organization. In his resignation letter, Gupta expressed gratitude for the professional guidance and support received during his tenure with the company. He acknowledged the wonderful experience working with the team and appreciated the learning opportunities gained during his time with Indong Tea Company Limited.

New Appointee Profile

Akash Poddar brings substantial expertise to his new role as Company Secretary cum Compliance Officer. His professional qualifications and experience make him well-suited for the position.

Regulatory Compliance

The personnel changes have been communicated to BSE Limited in accordance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has provided all required details under SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2024/0155 dated November 11, 2024, regarding the changes in key managerial personnel.

Poddar has been appointed as a whole-time Key Managerial Personnel in accordance with the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015. The appointment ensures the company maintains compliance with all regulatory requirements for corporate governance and statutory obligations.