Oricon Enterprises Limited, a company listed on the National Stock Exchange and BSE, has reported a significant reduction in its promoter group shareholding through an off-market transaction. The move has resulted in the promoter group's collective stake dropping from 11.93% to 2.96%, marking a substantial change in the company's ownership structure.

Transaction Details

The off-market sale involved multiple members of the promoter group, including:

• Namrata Somani
• Surendra Somani
• Vandana Somani
• Varun Somani

Additionally, associated companies such as Varun Somani HUF, Parijat Shipping and Finale Limited, Oriental Enterprises Limited, and Sarvamangal Mercantile Company Limited were part of the transaction.

Shareholding Changes

The transaction resulted in significant changes to individual promoter holdings:

Notably, most individual promoters reduced their stakes to zero, with only Vandana Somani retaining a minimal 0.01% stake in the company.

Corporate Entities' Holdings

While individual promoters significantly reduced their stakes, some corporate entities within the promoter group maintained or adjusted their holdings:

• Varun Somani HUF: Decreased from 0.52% to 0.11%
• Parijat Shipping and Finale Limited: Maintained at 0.02%
• Oriental Enterprises Limited: Increased from 0.02% to 2.30%
• Sarvamangal Mercantile Company Limited: Decreased from 2.30% to 0.11%

Impact on Share Capital

Following the transaction, Oricon Enterprises Limited's equity share capital increased from INR 3,141.49 lakhs to INR 3,414.49 lakhs. This change in share capital structure coincides with the significant shift in promoter group shareholding.

Regulatory Compliance

The company has made this disclosure in compliance with Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This regulation requires prompt disclosure of any substantial change in shareholding to ensure transparency in the stock market.

The off-market nature of this transaction suggests a strategic realignment within the promoter group, potentially signaling a shift in the company's ownership dynamics. Investors and market watchers will likely be keen to observe any subsequent changes in Oricon Enterprises' management or strategic direction following this significant shareholding adjustment.

Oricon Enterprises Limited is set to witness a significant change in its shareholding structure as Adarsh Somani, along with Hazarimal Somani Partnership Firm and other persons acting in concert, prepare to acquire a substantial stake in the company.

Key Details of the Acquisition

• Stake Size: 1.61 crore shares, representing 10.31% of Oricon Enterprises Limited
• Transaction Date: September 1, 2025
• Share Price: Rs 54.54 per equity share or prevailing market price at the time of transfer
• Acquirers: Hazarimal Somani Partnership Firm, Adarsh Somani, and other persons acting in concert
• Sellers: Eight entities including Parijat Shipping and Finale Limited, Oriental Enterprises Partnership Firm, and Sarvamangal Mercantile Company Limited

Transaction Breakdown

The acquisition involves a mix of purchased shares and shares transferred as gifts:

Rationale and Impact

The primary objective of this transaction is to resolve family disputes and settle inequalities in the family business partition. By executing this transfer, the involved parties aim to:

• Put an end to family disputes
• Buy peace within the family
• Address differences arising from inter-se family disputes
• Settle inequalities in the partition of the family business
• Preserve family property by avoiding litigation
• Safeguard the family's honor

Shareholding Changes

Post-transaction, the shareholding structure of Oricon Enterprises will undergo significant changes:

• Acquirer Group: Shareholding will increase from 30.60% to 40.91%
• Seller Group: Shareholding will decrease from 11.93% to 1.61%

Regulatory Compliance

The acquirers have declared that they will comply with all applicable disclosure requirements under Chapter V of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011. They have also confirmed that the acquisition price will not exceed 25% of the volume-weighted average market price for the 60 trading days preceding the notice date.

This strategic move is expected to streamline the ownership structure of Oricon Enterprises Limited and potentially bring stability to the company's operations by resolving long-standing family disputes.