Promoter executes share purchase agreement to sell entire 3.52% stake with control of the company
Promoter M/s. Extros Developers Private Limited has executed a Share Purchase Agreement dated 05th October, 2026.
- Shares sold / stake
- 5,00,000 equity shares — 3.52% of Expanded Equity and Voting Share capital
- Price per share
- Rs. 72/- per share
- Total consideration
- Rs. 3,60,00,000/-
The company has informed the exchanges that it has received an intimation that its Promoter has executed a Share Purchase Agreement (SPA) dated 05th October, 2026 with three Acquirers.
Who is selling and who is buying
- Seller: M/s. Extros Developers Private Limited (formerly known as Pacheli Developers Private Limited), the Promoter, holding 5,00,000 equity shares, constituting 3.52% of the Expanded Equity and Voting Share capital, which as stated in the SPA is the total shareholding of the Promoter.
- Acquirers: M/s. Enact Technologies Private Limited (Acquirer 1), Mr. Penumatsa Venkata Raju (Acquirer 2) and Mr. Venkata Lakshmi Narasimha Swamy Boyapati (Acquirer 3).
- The Acquirers are not related to the existing Promoter/Promoter Group, and the transaction is not a related party transaction.
- The Company itself is not a party to the SPA.
Deal size
- 5,00,000 fully paid-up equity shares of face value Rs. 10/- each.
- Price: Rs. 72/- per equity share.
- Total consideration: Rs. 3,60,00,000/- (Rupees Three Crores Sixty Lakhs Only).
- Split among the Acquirers: 1,00,000, 1,50,000 and 2,50,000 equity shares for Acquirer 1, Acquirer 2 and Acquirer 3 respectively.
- Purpose: to sell the Seller's total shareholding, together with control of the Company.
How the consideration is payable
- Rs. 36,00,000/- on signing of the SPA.
- The balance Rs. 3,24,00,000/- within 15 working days of the post-Effective Date / Transfer Date, as applicable.
What changes for the company
- Along with the Sale Shares, control of the Company is being sold. On completion of the transfer, there will be a change in management and control.
- The Sale Shares are to be transferred in demat form after the Effective Date (22nd working day from the date of the Detailed Public Statement), subject to the Acquirers depositing 100% of the open offer consideration in escrow; otherwise the Sale Shares are to be transferred after the Transfer Date.
- On completion, the Seller and its nominees shall resign from the Board of Directors and the Acquirers, themselves or through their nominees, are to be appointed to the Board within 15 working days from such transfer.
- The Acquirers are to be classified as the new promoters of the Company, and the Seller will apply for reclassification from the promoter category to the public category.
- The Acquirers are required to make an Open Offer to the public shareholders under the Takeover Regulations.
- The SPA does not confer on the Acquirers any special right to subscribe to a further issue of shares/securities or any pre-emptive right. No fresh issuance of shares is involved.
Restrictions on the company until completion
During the currency of the SPA and pending completion, the Company shall not, except with the previous written consent of the Acquirers:
- undertake any new project or business, or alter or close any existing business;
- alter, by way of reduction, increase or otherwise, the authorised or issued share capital;
- issue any debentures, warrants or other securities, whether or not convertible into shares;
- sell, transfer or otherwise dispose of any immoveable property or other assets, except in the ordinary course of operations;
- assume, guarantee or become liable, directly or contingently, for the obligations of any third party;
- make any loans or grant credit to any person, except with the specific written permission of the Acquirers;
- incur any further indebtedness, except working capital finance or credit obtained from banks in the ordinary course of business;
- alter its Memorandum and Articles of Association;
- effect any scheme of amalgamation, arrangement or re-organisation;
- declare or pay any dividend on its shares;
- create any fresh encumbrance on any of its properties or assets; or
- enter into any transaction which may have a material adverse effect on the net worth of the Company.
Other terms stated
- The outstanding dues of the Company (as disclosed in its latest published financials) shall cease to carry interest till completion of the open offer and shall be repaid by the Company on or before completion of the open offer.
- The Seller shall ensure completion of pending statutory updates and formalities (Stock Exchange, RoC, Income Tax and GST) at its cost.
- The Seller has agreed to indemnify the Acquirers and the Company against undisclosed liabilities arising from acts or omissions prior to the transfer of the Sale Shares and the change in management.
Conditions
- The sale and purchase are subject to compliance with the Takeover Regulations. If the Company does not comply with the Takeover Regulations, the SPA shall not be acted upon by either party.
- The SPA is irrevocable and may be terminated only by mutual written consent of all parties, or where SEBI or any other government authority so directs.
Points to note
- The disclosure describes a proposed transaction: the sale of 5,00,000 shares at Rs. 72/- per share, along with control of the Company, and it remains subject to the conditions set out in the SPA and to the open offer process under the Takeover Regulations.
Also from Hiliks Technologies
Public Announcement for Open Offer of 26.00% at Rs.72 per Share, Triggered by a Share Purchase Agreement
6 Oct 2026
Open offer for 36,92,000 shares at Rs. 72 each; triggered by a share purchase agreement
5 Oct 2026
More numbers
- Equity shares held by promoter and being sold5,00,000
- Promoter stake in Expanded Equity and Voting Share capital3.52%
- Price per equity shareRs. 72/-
- Total considerationRs. 3,60,00,000/-
- Face value per equity shareRs. 10/-
- Amount payable on signing of the SPARs. 36,00,000/-
- Balance consideration payableRs. 3,24,00,000/-
- Shares to be acquired by Mr. Venkata Lakshmi Narasimha Swamy Boyapati2,50,000
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