Promoters execute family settlement agreement; outgoing promoter to transfer his 20.39% holding to continuing promoters

Popular Vehicles promoters executed a family settlement agreement on October 01, 2026.

Mon 5 Oct 2026

Outgoing promoter holding

Mr. John K. Paul (20.39%)

Continuing promoter holding

Mr. Francis K. Paul (20.39%)

Continuing promoter holding

Mr. Naveen Philip (20.41%)

Agreement date

family settlement agreement on October 01, 2026

Transfer deadline

in tranches on or before 31st December, 2029

What the update says

• Popular Vehicles and Services Ltd has received a communication dated October 05, 2026 from its promoters and members of the promoter group.
• The communication intimated the execution of a Memorandum Recording Family Arrangement, described as a Family Settlement Agreement, dated October 01, 2026.
• The listed entity is not a party to the agreement. It is an inter-se arrangement among members of the promoter and promoter group, to realign and settle ownership, management and voting rights in group entities and properties, including the shareholding held in the company and its subsidiaries.

Who is involved

• Mr. John K. Paul – Promoter and Whole Time Director – holding in the listed entity 20.39%
• Mr. Francis K. Paul – Promoter – holding 20.39%
• Mr. Naveen Philip – Promoter and Managing Director – holding 20.41%
• Mrs. Susan Francis – Relative of Promoter (spouse of Mr. Francis K. Paul) – holding 0%
• Mrs. Shalet John – Relative of Promoter (spouse of Mr. John K. Paul) – holding 0%

Outgoing and continuing promoters

• Outgoing promoter is Mr. John K. Paul. Continuing promoters are Mr. Francis K. Paul and Mr. Naveen Philip.
• The stated purpose is that the family members have developed distinct visions and strategic aspirations for the growth and governance of the family businesses and properties, and have amicably agreed on this settlement arrangement to preserve family unity, mutual respect and long-term goodwill, and to give each member the freedom to pursue their own goals.

Shareholding realignment

• The outgoing promoter shall transfer his holding in the listed entity to both the continuing promoters in multiple tranches on or before 31st December, 2029 as per the family agreement.
• The outgoing promoter shall cast his vote in favour of the family decision.

Management and control

• The continuing promoters shall be entitled to ownership and control of the listed entity, including all its subsidiaries apart from LLPs and trusts.
• The continuing promoters will resign from their respective directorships in the remaining companies and transfer shares as per the family arrangement.
• The outgoing promoter will resign from the listed entity and its subsidiaries, and from other companies taken over by the continuing promoters.
• The outgoing promoter shall be entitled to specific partnerships, educational trusts and companies forming part of the family business.

Brand and business terms

• The trade name Kuttukaran and Popular shall be continued to be used by family members. The present logo of the listed entity shall not be transferred even in the event the family transfers this business to any other person.
• The outgoing promoter shall not enter into any competing business of the same franchise which is operated by the existing entities in the same place of business.
• The company and subsidiaries shall continue to avail training services from the Kuttukaran Polytechnic College and the Kuttukaran Institute for Human Resource Development as per the existing agreement.

Other points noted

• No fresh shares are being issued by the company pursuant to the Family Settlement Agreement.
• The company and its subsidiaries are not a party to the family arrangement and have not undertaken any liability; quantification of liability is stated to be not applicable.
• The agreement is an inter-se family arrangement amongst the promoters in their personal capacity; the company is not incurring any cost or undertaking commercial transactions under Section 188 of the Companies Act, 2013.

What this means for a reader

• The update sets out a planned movement of promoter shareholding between family members, with the outgoing promoter exiting the board and his holding being transferred to the continuing promoters in multiple tranches over time.
• Until the transfers happen, the shareholding percentages of the individual promoters remain as stated, and the company itself has no cost or liability arising from the arrangement.

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