SH Kelkar & Company promoter Ramesh Vaze has acquired additional equity shares in the fragrance and flavor company through an off-market transaction. The acquisition, disclosed on December 26, 2025, represents a strategic move within the promoter group to consolidate shareholding.

Transaction Details

The share acquisition involved an off-market inter-se transfer between promoter group members. Key transaction parameters are outlined below:

Shareholding Changes

The acquisition resulted in a marginal increase in Ramesh Vaze's stake in the company. The shareholding pattern before and after the transaction shows:

Company Capital Structure

SH Kelkar & Company maintains a stable capital structure with no changes to the overall share capital following this internal promoter group transaction. The company's capital composition includes:

• Total Share Capital: 13,84,20,801 equity shares of ₹10 each
• Promoter Group Holdings: 53.80% of total voting rights
• Encumbered Shares: 43,00,000 equity shares (3.11% of paid-up capital) under pledge

Regulatory Compliance

The transaction was disclosed in accordance with Regulation 29(2) of SEBI's Substantial Acquisition of Shares and Takeovers Regulations, 2011. The disclosure was filed with both BSE Limited and National Stock Exchange of India Limited, where the company's shares are listed.

The persons acting in concert (PAC) with the acquirer include multiple family members and associated entities, comprising Kedar Vaze, Prabha Vaze, various family trusts, and several private limited companies within the promoter group structure. The existing pledge arrangement on promoter group shares remains unchanged, with no modifications reported in the current disclosure.

SH Kelkar & Company has filed a disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, reporting a share transfer within its promoter group. The transaction involves Milena Kedar Vaze as the transferee and acquirer, who belongs to the promoter group alongside multiple other entities and individuals.

Transaction Details

Milena Kedar Vaze has acquired 10,00,000 equity shares (0.72%) from a promoter group member through an off-market transfer. The share transfer represents an inter-se transaction between promoter group members, specifically between spouses. The following table summarizes the key transaction parameters:

Shareholding Pattern Changes

Prior to this transaction, Milena Kedar Vaze held no shares in SH Kelkar & Company. The acquisition has resulted in the following shareholding structure:

Post-transaction, other promoter group members hold a 54.15% stake in SH Kelkar & Company. The promoter group includes numerous entities and individuals such as Ramesh Vaze, Prabha Vaze, Kedar Vaze, various family trusts, and multiple private limited companies including Keva Constructions Private Limited, SKK Industries Private Limited, and several other related entities.

Share Capital Structure

SH Kelkar & Company's total share capital remains unchanged at 13,84,20,801 equity shares of ₹10.00 each both before and after the transaction. The company's shares are listed on both the Bombay Stock Exchange Limited and the National Stock Exchange of India Limited.

Encumbrance Details

The disclosure notes that 43,00,000 equity shares held by the promoter group, representing 3.11% of the paid-up share capital, continue to remain under encumbrance through pledge arrangements. No changes have been reported regarding these encumbered shares in this particular disclosure.

Regulatory Compliance

The transaction was completed on December 23, and the disclosure was filed in compliance with SEBI regulations governing substantial acquisitions and takeovers. The transfer represents a gift transaction between family members within the existing promoter group structure, maintaining the overall promoter group's control over the company while redistributing shareholding among group members.