Kirloskar Ferrous Industries Limited has disclosed a family settlement agreement dated September 11, 2009, following clarifications from the Securities and Exchange Board of India (SEBI). This disclosure comes in the wake of a legal battle and subsequent court order that provided clarity on the disclosure requirements for listed entities.

Background of the Disclosure

The company had initially challenged SEBI regulations on disclosure requirements through a writ petition before the Bombay High Court. The core of the dispute centered around the implications of disclosing agreements to which the company itself is not a party.

SEBI's Clarification

During the court proceedings, SEBI provided significant clarifications:

• The mere disclosure of an agreement by a listed entity does not automatically bind the entity or imply its adoption.
• Such disclosure does not necessarily mean that the agreement impacts the company's management or control.
• Listed entities are permitted to include disclaimers as part of their disclosures.

Court Order and Disclosure

Based on the clarification contained in the Bombay High Court order dated September 23, 2025, Kirloskar Ferrous Industries Limited proceeded to disclose the Deed of Family Settlement (DFS). The disclosure was made under Regulation 30A read with Clause 5A of Part A of Para A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Points of the Disclosure

1. The DFS was entered into on September 11, 2009, among individual members of the Kirloskar family.
2. The agreement involves ownership, management, and control arrangements for various Kirloskar Group companies.
3. Key family members involved include Atul Kirloskar, Sanjay Kirloskar, Vikram Kirloskar, Rahul Kirloskar, and Gautam Kulkarni.

Company's Disclaimers

Kirloskar Ferrous Industries Limited included several explicit disclaimers in its disclosure:

1. The company is not a party to the DFS and has not ratified or approved it.
2. The disclosure does not imply that the DFS is binding on the company or impacts its management or control.
3. The DFS does not impose any restrictions or create any liabilities for the company.

Implications

This disclosure marks a significant development in corporate governance practices for listed entities in India. It sets a precedent for how companies can disclose family agreements or other arrangements without necessarily binding themselves to the terms of such agreements.

The case underscores the importance of clear communication between regulatory bodies and listed companies, especially in matters of disclosure that may have far-reaching implications for shareholders and the market at large.

As this situation continues to evolve, it will be crucial to monitor how other companies in similar positions might approach such disclosures in the future, and how this might shape the landscape of corporate governance and transparency in India's financial markets.

Kirloskar Ferrous Industries Limited (KFIL) has successfully completed the full redemption of its Commercial Paper, marking a significant financial milestone for the company. The redemption, which took place on September 16, 2025, involved 2,000 units of Commercial Paper with the ISIN INE884B14663, amounting to a total value of ₹1,000 crore.

Redemption Details

The company provided a detailed certificate regarding the redemption of the Commercial Paper, in compliance with Regulation 57 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Key details of the redemption include:

Timely Completion

KFIL successfully redeemed the Commercial Paper on its scheduled maturity date, demonstrating the company's strong financial management and commitment to meeting its obligations. The redemption was completed as per the predetermined schedule, with no delays or outstanding amounts remaining.

Regulatory Compliance

In line with regulatory requirements, Kirloskar Ferrous Industries Limited promptly informed the BSE Limited about the redemption. The company's Company Secretary, Mayuresh Gharpure, signed and submitted the certificate detailing the redemption process to the stock exchange.

This successful redemption of the Commercial Paper worth ₹1,000 crore reflects positively on Kirloskar Ferrous Industries Limited's financial health and its ability to manage short-term financial instruments effectively. It also underscores the company's commitment to transparency in its financial dealings and timely compliance with regulatory obligations.