STEL Holdings Limited has announced the resignation of its Company Secretary and Compliance Officer, Ms. Lakshmi P.S., effective February 28, 2026. The announcement was made in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Resignation Details

Ms. Lakshmi P.S. submitted her resignation letter on December 31, 2025, stating her intention to step down from her position as Company Secretary and Compliance Officer. The resignation will take effect from the close of working hours on Saturday, February 28, 2026.

Reason for Departure

The primary reason cited for the resignation is Ms. Lakshmi P.S.'s relocation to a different state. The company has confirmed that there are no other material reasons for the resignation beyond those provided in her resignation letter. This confirmation was made as part of the regulatory disclosure requirements.

Regulatory Compliance

STEL Holdings Limited has fulfilled its obligations under SEBI regulations by providing the required disclosure. The announcement was made in accordance with Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and SEBI Master circular SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024.

The disclosure was signed by Abraham Ittyipe, Wholetime Director of STEL Holdings Limited, and includes all necessary documentation as required by regulatory authorities. The company has requested that the information be taken on record by the relevant authorities.

Sofreal Mercantrade Private Limited and its promoter group acquired 3,70,351 shares of STEL Holdings Limited , increasing their collective stake to 71.33% through open market purchases between March and December 2025.

Sofreal Mercantrade Private Limited, along with its persons acting in concert (PACs), has filed a substantial acquisition disclosure for STEL Holdings Limited under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The disclosure, dated December 19, 2025, reveals significant share purchases that have increased the promoter group's collective stake in the company.

Acquisition Details

The promoter group acquired 3,70,351 equity shares of STEL Holdings Limited through open market purchases conducted between March 7, 2025, and December 17, 2025. These transactions were executed on both the National Stock Exchange and Bombay Stock Exchange.

Persons Acting in Concert

The disclosure identifies 33 entities acting in concert with Sofreal Mercantrade Private Limited, including:

• Individual Promoters: Late Rama Prasad Goenka, Harshvardhan Ramaprasad Goenka, Anant Vardhan Goenka, Mala Goenka, Radha Anant Goenka, and Sanjiv Goenka
• Trust Entities: Multiple trusts with Harsh Vardhan Goenka and Anant Vardhan Goenka as trustees, including Nucleus Life Trust, Prism Estates Trust, Secura India Trust, AVG Family Trust, Ishaan Goenka Trust, Navya Goenka Trust, and RG Family Trust
• Corporate Entities: Carniwala Investments Limited, Instant Holdings Limited, Summit Securities Limited, Rainbow Investments Limited, Digidrive Distributors Limited, Castor Investments Limited, Lebnitze Real Estates Private Limited, and Saregama India Limited
• LLP Entities: Swallow Associates LLP, Ektara Enterprises LLP, Chattarpati Apartments LLP, Vayu Associates LLP, Malabar Coastal Holdings LLP, and Atlantus Dwellings and Infrastructure LLP

Transaction Breakdown

The acquisition involved multiple entities within the promoter group making purchases on different dates:

Company Share Capital Structure

STEL Holdings Limited maintains a stable share capital structure with no dilution resulting from these transactions:

The disclosure confirms that there is no dilution of the share capital or voting capital of STEL Holdings Limited as a result of these transactions. The company's total diluted share capital remains unchanged, indicating no outstanding convertible securities or warrants that would affect the ownership structure.

Regulatory Compliance

The disclosure has been filed with both the National Stock Exchange of India Limited and BSE Limited, along with STEL Holdings Limited's compliance officer. The document, signed by Suman Kumar Mishra as the authorized signatory for Sofreal Mercantrade Private Limited, ensures full compliance with SEBI's substantial acquisition disclosure requirements. All transactions were conducted through regular open market purchases on recognized stock exchanges, maintaining transparency in the acquisition process.