MTAR Technologies has disclosed an inter-se transfer of 97,000 equity shares between its promoters, executed through an off-market transaction by way of gift. The transfer was completed on February 23, 2026, in compliance with SEBI regulations governing substantial acquisition of shares and takeovers.

Transaction Details

The share transfer was executed by Saranya Loka Reddy, a promoter of MTAR Technologies Limited, who gifted shares to her mother Mrs. Leelavathi Parvatha Reddy, also a promoter of the company. The transaction was conducted as an off-market inter-se transfer by way of gift between family members.

Shareholding Changes for Saranya Loka Reddy

The transaction resulted in a decrease in Saranya Loka Reddy's shareholding in the company. Her holding decreased from 5,99,666 shares to 5,02,666 shares, representing a change from 1.95% to 1.63% of the total share capital.

Company Share Capital Structure

The company's total equity share capital remains unchanged following this inter-se transfer. MTAR Technologies Limited maintains its share capital structure of Rs. 30,75,95,910 divided into 3,07,59,591 fully paid-up equity shares of Rs. 10 each.

Regulatory Compliance

The disclosure was made under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The company has informed both the National Stock Exchange of India Limited and BSE Limited about this transaction. Saranya Loka Reddy's persons acting in concert include P Kalpana Reddy, Leelavathi Parvatha Reddy, P. Srinivas Reddy, and Northeast Broking Services Limited.

The shares of MTAR Technologies Limited are listed on both BSE Limited and the National Stock Exchange of India Limited. This inter-se transfer represents a routine promoter group transaction that consolidates shares within the same promoter family while ensuring full regulatory compliance and transparency.

MTAR Technologies Limited has issued a notice for postal ballot seeking shareholder approval on critical business matters through remote e-voting. The company has scheduled the voting process from February 19, 2026, at 9:00 AM to March 20, 2026, at 5:00 PM, with the cut-off date set for February 13, 2026.

Key Voting Schedule and Process

The postal ballot process follows a structured timeline with specific dates for shareholder participation:

The company has engaged Kfin Technologies Limited to provide remote e-voting services, ensuring shareholders can participate electronically in the decision-making process.

Proposed Borrowing Limit Enhancement

The first major proposal involves increasing the company's borrowing capacity under Section 180(1)(c) of the Companies Act, 2013. Currently, MTAR Technologies is permitted to borrow up to Rs. 730.72 crores without member approval. The management now seeks to enhance these limits significantly:

This enhancement aims to address future funding requirements and provide operational flexibility for the company's growth initiatives.

Asset Security Creation Powers

The second resolution seeks approval under Section 180(1)(a) of the Companies Act, 2013, for creating mortgage or charge on company assets. This proposal aligns with the enhanced borrowing limits, enabling the board to:

• Create floating charges on present and future assets
• Mortgage, hypothecate, or pledge moveable and immovable properties
• Secure borrowings for the company and its subsidiaries
• Negotiate terms for asset-backed financing arrangements

The aggregate indebtedness secured by company assets will not exceed the limits approved under the borrowing resolution.

Independent Director Commission Structure

The third resolution proposes enhancing compensation for independent directors, recognizing their increased responsibilities and contributions to corporate governance:

This commission structure is additional to sitting fees and expense reimbursements for board and committee meetings.

Regulatory Compliance and Governance

The postal ballot notice demonstrates MTAR Technologies' commitment to regulatory compliance under various provisions:

• Section 110 and 108 of the Companies Act, 2013
• Companies (Management and Administration) Rules, 2014
• SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
• Secretarial Standards on General Meetings (SS-2)

The board approved these proposals in their meeting held on January 29, 2026, recommending all three special resolutions for shareholder approval. The company has provided comprehensive explanatory statements detailing the rationale and implications of each proposal, ensuring transparent communication with stakeholders.