Rossell Techsys Ltd transfers 200 promoter shares to family trusts
On 17 June 2026, promoter Harsh Mohan Gupta gifted 200 shares to two family trusts, leaving total promoter holding unchanged at 74.80% of the company.
What Rossell Techsys announced
Rossell Techsys Ltd filed a disclosure under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011, reporting an off‑market inter‑se transfer of shares by its promoter, Mr. Harsh Mohan Gupta. The transfer, executed on 17 June 2026, involved gifting 200 equity shares (each of Rs 2 face value) to two family trusts – Harsh Samara Gupta Trust and Harsh Rishab Gupta Trust. The filing was made voluntarily, even though the transaction did not meet the mandatory disclosure thresholds.
Details of the share transfer
- Acquirer / Person Acting in Concert (PAC): The PACs listed include BMG Investments Private Limited, Harvin Estates Private Limited, Mr. Harsh Mohan Gupta (transferor), M/s. Harsh Mohan Gupta and Son HUF, Mrs. Vinita Gupta, Mr. Rishab Mohan Gupta, and Ms. Samara Gupta.
- Mode of acquisition: Off‑market inter‑se transfer by way of gift; no cash consideration was exchanged.
- Number of shares transferred: 200 shares, moving the promoter’s direct holding from 1,48,88,113 to 1,48,87,913 shares.
- Shareholding percentages: Both before and after the transfer, the promoter group retained 39.49% of the voting capital through Mr. Harsh Mohan Gupta’s individual holding, while the overall promoter group (including family members and associated entities) continued to hold 74.80% of the total share capital.
- Equity share capital: Unchanged at Rs 7,53,92,950, representing 3,76,96,475 shares of Rs 2 each.
Shareholding pattern – pre and post transfer
| Category | Shareholder | Shares held (pre) | % (pre) | Shares held (post) | % (post) |
|---|---|---|---|---|---|
| Promoter – Individual | Harsh Mohan Gupta | 1,48,88,113 | 39.49% | 1,48,87,913 | 39.49% |
| Rishab Mohan Gupta | 66,62,598 | 17.68% | 66,62,598 | 17.68% | |
| Vinita Gupta | 36,40,635 | 9.66% | 36,40,635 | 9.66% | |
| Harsh Mohan Gupta & Son HUF | 28,75,180 | 7.63% | 28,75,180 | 7.63% | |
| Samara Gupta | 15,536 | 0.04% | 15,536 | 0.04% | |
| Harsh Samara Gupta Trust | – | – | 100 | 0.00% | |
| Harsh Rishab Gupta Trust | – | – | 100 | 0.00% | |
| Promoter – Corporate | Harvin Estate P Ltd | 1,03,724 | 0.27% | 1,03,724 | 0.27% |
| BMG Investments Pvt Ltd | 12,447 | 0.03% | 12,447 | 0.03% | |
| Total promoter group | – | 2,81,98,233 | 74.80% | 2,81,98,233 | 74.80% |
| Public shareholders | – | 94,98,242 | 25.20% | 94,98,242 | 25.20% |
| Total | – | 3,76,96,475 | 100% | 3,76,96,475 | 100% |
Key facts at a glance
| Detail | Value |
|---|---|
| Company | Rossell Techsys Ltd |
| BSE ticker | 544294 |
| Filing date | 19 June 2026 |
| Transaction date | 17 June 2026 |
| Type of transaction | Off‑market inter‑se gift |
| Shares transferred | 200 (Rs 2 each) |
| Post‑transfer promoter holding | 74.80% of total equity |
| Consideration | Nil (gift) |
| Regulatory basis | SEBI Regulation 29(2) (SAST) |
Why this matters for investors
The disclosure confirms that the promoter group has simply re‑allocated a very small number of shares among family‑controlled trusts. Because the total promoter stake remains unchanged, there is no dilution of existing shareholders and no shift in control of the company. The transaction is classified as an internal re‑organisation, and the company’s equity capital, voting rights structure, and public shareholding remain exactly the same. Investors can note that the filing was made voluntarily, indicating the company’s willingness to keep the market informed even when statutory thresholds are not met.
Conclusion
Rossell Techsys Ltd’s filing reveals a nominal off‑market transfer of 200 shares from promoter Harsh Mohan Gupta to two family trusts on 17 June 2026. The move does not alter the promoter group’s aggregate 74.80% ownership, nor does it affect the company’s capital structure or control. The disclosure satisfies SEBI’s transparency requirements and completes the regulatory filing process.
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Source filing: view original