FDC Limited Promoter Group Disclosure of Share Transfer as per Takeover Regulations

FDC Limited has notified the stock exchanges regarding a substantial change in promoter holdings. The filing discloses an inter-se transfer of shares occurring on February 17, 2026. Mrs. Aditi C Bhanot, as part of the Promoter Group, transferred 99,56,821 equity shares, equating to 6.12% of the total capital, to Virgo Advisors Private Limited (Trustee of Aditi Family Discretionary Trust). Following this transfer, the total promoter holding remains substantial but reflects the reallocation within the family trust structure.

FDC Limited Announcement Details

FDC Limited formally disclosed a transaction under the SEBI Takeover Regulations involving members of the Promoter Group. The disclosure was dated February 19, 2026, announcing the details of a share transfer that took place on February 17, 2026.

Acquisition by Virgo Advisors Private Limited

The acquisition was carried out by Virgo Advisors Private Limited, acting as the Trustee of the Aditi Family Discretionary Trust. This entity is classified under the PROMOTER GROUP.

Holding Before Acquisition

Prior to the transaction, Virgo Advisors Private Limited held:

  • 99,56,821 shares carrying voting rights.
  • This represented 6.12% of the total share/voting capital.

Details of Acquisition/Sale

The acquisition involved the purchase of shares via Inter-se transfer (trust distribution to beneficiary):

  • Shares carrying voting rights acquired: 99,56,821 shares.
  • Percentage acquired: 6.12% of the total capital.

Holding After Acquisition

Following the acquisition, the total holding of Virgo Advisors Private Limited along with PACs is:

  • Shares carrying voting rights: 1,10,69,381 shares.
  • This now constitutes 6.80% of the total share/voting capital.

Transferor Details (Aditi C Bhanot)

The shares were transferred by Mrs. Aditi C Bhanot, also a part of the Promoter Group.

Transfer Before Transaction

Before the transaction, Mrs. Aditi C Bhanot (along with PACs) held:

  • 11,12,560 shares carrying voting rights (0.68%).

Transfer Details

The transfer involved the disposal of 99,56,821 shares, resulting in the transferor group’s holding dropping to zero shares carrying voting rights immediately post-transfer, reflecting the reallocation within the defined Promoter Group structure.

Capital Structure Confirmation

The total equity share capital of FDC Limited remained constant throughout the transaction:

  • Equity Share Capital before and after the said acquisition: Rs.16,28,10,084 comprising of 16,28,10,084 Equity Shares of Rs.1/- each.

Source: BSE

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