Board appoints promoter-category director, notes ED resignation, takes note of demerger cost split 89.36% / 10.64%

Bhagyanagar India board outcome, 8 Oct 2026.

Thu 8 Oct 2026

Demerger cost apportioned to Tieramet Ltd shares

89.36%

Demerger cost retained in BIL shares

10.64%

Net worth immediately before the demerger

19,874.88 lakhs

Three items came out of the board meeting held on 8 October 2026, which commenced at 6:00 P.M. and concluded at 6:40 P.M.

New promoter-category director

• Shri Mangilal Narender Surana (DIN 00075086) has been appointed as an Additional Director in the category of Non-Executive Non-Independent (Promoter) Director with effect from 8 October 2026.
• The appointment was made on the recommendation of the Nomination and Remuneration Committee and is subject to approval of the members of the company.
• He is a Chemical Engineer with over 36 years of experience in the telecom cables, metals and solar industry. He has been President of FAPCCI, past Chairman of FICCI, and Founder President of the Young Entrepreneurs Organization, Hyderabad chapter.
• On relationships, he is not related to any director of the company except Shri Devendra Surana.
• The company affirmed that the director being appointed is not debarred from holding the office of director by any order of SEBI or any other authority.

Executive Director resigns

• Mr. Venkateswara Rao Nukala (DIN 10481800), Executive Director, has resigned from the office of Director; the board took note of and accepted the resignation with effect from the close of business hours on 8 October 2026.
• The stated reason is personal reasons; he confirmed there are no other material reasons for the resignation.
• He has said he will extend full cooperation for a smooth transition and handover of responsibilities.
• The board and management placed on record their appreciation for his contribution.

Cost of acquisition split after the demerger

This is the part that matters to existing shareholders for their tax records.

The composite scheme covers Bhagyanagar Copper Private Limited, Bhagyanagar India Limited and Tieramet Limited. The NCLT, Hyderabad Bench sanctioned the scheme by its order dated 7 September 2026, with an appointed date of 1 April 2025. The scheme runs in two sequential limbs: the amalgamation of BCPL, a wholly owned subsidiary, into BIL, for which no shares are issued; and the demerger of the Copper Undertaking from BIL into Tieramet Limited, which issues shares to the shareholders of BIL.

The apportionment, certified by the statutory auditors M/s. Luharuka & Associates, Chartered Accountants, is:

• Cost of acquisition of equity shares of Tieramet Limited allotted under the scheme: 89.36%
• Cost of acquisition of equity shares held in Bhagyanagar India Limited: 10.64%
• Total: 100.00%

How the ratio was arrived at

• Net book value of assets transferred in the demerger: 17,760.18 lakhs
• Net worth immediately before the demerger: 19,874.88 lakhs
• Ratio = 17,760.18 / 19,874.88 = 89.3599%

The net worth build-up (in lakhs): equity share capital 639.90, general reserve 2,500.00, retained earnings 16,734.98, total free reserves 19,234.98. Capital reserve of 653.41 and capital redemption reserve of 210.20 are excluded from net worth as they are not free reserves.

What it means for you

• Take the cost at which you acquired your BIL shares. 89.36% of that becomes the cost of the Tieramet Limited shares you received, and 10.64% remains the cost of your BIL shares.
• The update's own illustration: a shareholder whose cost of acquisition of BIL shares is 100 will carry 89.36 to the shares received in Tieramet Limited, and the cost of the BIL shares will stand reduced to 10.64.
• Each shareholder has to apply these percentages to their own cost of acquisition of BIL shares. The auditors note that the certificate is not an opinion on the tax position of any individual shareholder.

Scale of the undertaking that moved (figures as at 31 March 2025, in lakhs): total assets transferred 48,968.07, total liabilities transferred 31,207.89, giving a net book value of assets transferred of 17,760.18. Within the assets, property, plant and equipment stood at 5,771.84, inventories at 15,732.77 and trade receivables at 14,503.19; within the liabilities, current borrowings were 19,498.68 and non-current borrowings 7,937.27.

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