U. K. Paints (India) Private Limited has reported the acquisition of beneficial ownership of 16.88 crore equity shares of Berger Paints India Limited, pursuant to a scheme of amalgamation. This acquisition is filed with the Securities and Exchange Board of India (SEBI) under Regulation 10(7) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
The scheme of amalgamation includes U.K. Paints (Overseas) Limited (Transferor Company-1), B.J.N. Holdings (I) Limited (Transferor Company-2), and UK Paints (India) Private Limited (Transferee Company). It was sanctioned by the Jersey Financial Services Commission on October 24, 2024, and by the Hon'ble National Company Law Tribunal, Bench-II at Chandigarh on May 23, 2025. The effective date of the scheme is July 14, 2025.
U. K. Paints (India) Private Limited has submitted a report to SEBI in compliance with Regulation 10(1)(d)(iii) read with Regulation 10(7) of the Takeover Regulations. The company has already filed intimations with the stock exchanges on July 17, 2025, regarding the acquisition under Regulation 10(6) of the Takeover Regulations.
The applicable fee of ₹1,50,000 plus applicable GST has been paid online on August 1, 2025, according to the report.
The following table shows the shareholding of the acquirer before and after the acquisition:
| Shareholder | Before the acquisition | After the acquisition |
|---|---|---|
| U K Paints (India) Private Limited | 58,40,35,478 shares (50.09%) | 75,28,23,616 shares (64.57%) |
The company has also declared that all conditions specified under Regulation 10(1)(d)(iii) of the Takeover Regulations with respect to exemptions have been duly complied with.
The Transferor Companies were direct/ indirect wholly owned subsidiaries of the Transferee Company, accordingly, upon the Scheme becoming effective, no consideration is issued by the Transferee Company to the shareholders of the Transferor Companies, being itself.
Copies of disclosures filed by the Acquirer under Chapter-V of the Takeover Regulations during the preceding 3 (three) years are attached with the report.
We hereby declare that the information provided in the instant report is true and nothing has been concealed there from.
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