Nutricircle Limited has received a regulatory disclosure from Ramesh Chandra Mishra and his Person Acting in Concert (PAC) Sumita Mishra regarding a reduction in their shareholding. The disclosure, filed under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, was submitted on February 13, 2026.

Transaction Details

The disclosure reveals an off-market sale of equity shares that resulted in a decrease in the combined holding of Ramesh Chandra Mishra and Sumita Mishra. The transaction involved the sale of 1,70,000 shares, representing 1.7% of the company's total voting capital.

Shareholding Pattern Changes

The transaction resulted in a significant change in the shareholding pattern of the acquirer group. Prior to this sale, Ramesh Chandra Mishra and PAC held a substantial stake in the company.

Company Capital Structure

Nutricircle Limited maintains a stable capital structure with no changes reported in the total equity share capital following this transaction. The company's shares are listed on BSE Limited under the code 530219.

Regulatory Compliance

The disclosure confirms that Ramesh Chandra Mishra and Sumita Mishra do not belong to the promoter or promoter group of Nutricircle Limited. The filing was made in compliance with SEBI regulations governing substantial acquisition and disposal of shares, ensuring transparency in shareholding changes above the prescribed thresholds.

The transaction documentation was signed by Ramesh Chandra Mishra on behalf of the PAC from Mumbai, with all required disclosures submitted to both BSE Limited and the company's compliance officer in Hyderabad.

Nutricircle Limited has announced a board meeting scheduled for February 13, 2026, to deliberate on key financial and corporate matters. The meeting represents a significant milestone for the company as it prepares to review its quarterly performance and execute strategic capital structure decisions.

Meeting Details and Agenda

The board meeting will convene at 3:00 p.m. at the company's registered office located at Ayesha Residency, Public Garden Road, Nampally, Hyderabad. The comprehensive agenda encompasses critical financial and corporate governance matters that require board approval.

Financial Results Review

The primary agenda item involves consideration and approval of the unaudited standalone financial results for the quarter and nine months ended December 31, 2025. This quarterly review will provide stakeholders with insights into the company's operational performance during the third quarter of fiscal year 2026. The board will also review the limited review report accompanying these financial statements, ensuring compliance with regulatory requirements.

Warrant Conversion Initiative

A significant corporate action on the agenda involves the allotment and conversion of convertible warrants into equity shares. The conversion parameters demonstrate the company's commitment to strengthening its capital base through strategic equity infusion.

Regulatory Compliance and Approvals

The warrant conversion process has received necessary regulatory clearances, including shareholder approval through a special resolution passed during the extraordinary general meeting held on September 24, 2024. BSE Limited granted in-principle approval on December 2, 2024, facilitating the execution of this corporate action. The company operates under CIN L18100TG1993PLC015901 and maintains BSE code 530219.

Corporate Governance Framework

The meeting notification, issued on February 10, 2026, demonstrates adherence to SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, specifically Regulation 29(1) and 33. Managing Director HPitesh Mohanalal Patel, holding DIN 02080625, signed the official communication, ensuring proper corporate governance protocols are maintained throughout the process.