Enclosed herewith Board Meeting Outcome dated 22/04/2025 for sec 180(1)(a), 180(1)(c), sec 185, sec 186 of Companies Act, 2013 and Reclassification Letter received from Promoters.
Awaiting price reaction for this filing.
The board of Deccan Bearings Limited approved issuing 1,78,16,666 equity shares at Rs. 10 each on a preferential basis to 56 allottees. The key subscribers are Mr. Paresh Gushabhai Satani and his relatives (acting as persons acting in concert), who will together take 1,27,64,427 shares, giving them 63.82% of the preferential issue and, combined with a Share Purchase Agreement from existing promoter Mr. Satyajit Mishra, a 69.56% stake in the enhanced capital. This triggers an open offer under SEBI takeover rules, with Corpwis Advisors appointed as merchant banker. The board also proposed raising authorised capital from Rs. 3.25 crore to Rs. 20 crore, regularising the designation of six directors (including appointing a Managing Director), and seeking shareholder approval to raise borrowing limits and loans/investments/guarantees up to Rs. 1,000 crore each. Six members of the outgoing Vora family promoter group requested reclassification from 'Promoter' to 'Public' category after selling their entire holdings.
This is effectively a change of control at Deccan Bearings, with the Satani family taking over as new promoters via preferential issue plus share purchase. Existing public shareholders will be diluted to about 30.44% of the expanded capital, and an open offer to minority shareholders will follow. The proposed Rs. 1,000 crore borrowing and investment limits signal an aggressive expansion plan but are very large relative to the company's current small size, which warrants close attention.