Panacea Biotec Ltd. - Major Shareholding Notification 2026

June 05, 2026

| The Manager, Listing Department
The National Stock Exchange of India Ltd.
Exchange Plaza, Bandra Kurla Complex,
Bandra (E), Mumbai – 400 051 | BSE Limited
Corporate Relationship Department,
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai – 400 001 |
| --- | --- |
| NSE Symbol : PANACEABIO | BSE Scrip Code: 531349 |

Sub.: Disclosure under Regulation 10(5) of SEBI (Substantial Acquisition of Shares & Takeover) Regulations, 2011

Reg: Target Company – Panacea Biotec Limited

I, Dr. Rajesh Jain, in my capacity as Karta of Rajesh Jain (HUF), one of the Promoters’ Group Member of Panacea Biotec Limited (“the Company”), am going to acquire 2,00,000 (Two Lakh) Equity Shares of the Company, through an off-market inter-se transfer, by way of gift from Dr. Rajesh Jain, Promoter of the Company.

The above said acquisition of shares falls under the purview of Regulation 10(1)(a)(ii) of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011 relating to Inter-se transfer of shares. Hence, in terms of Regulation 10(5) of the said Regulation, a detailed disclosure is enclosed herewith.

This is for your information and record please. Kindly acknowledge the receipt.

Thanking you,

Sincerely yours,

Rajesh Jain
Karta on behalf of Rajesh Jain (HUF) - Acquirer
18/56, East Park Area
Karol Bagh, New Delhi – 110005

Encl.: As above

CC: The Company Secretary
Panacea Biotec Limited

Disclosure under Regulation 10(5) – Intimation to Stock Exchanges in respect of acquisition under Regulation 10(1)(a) of SEBI (Substantial Acquisition of Shares and Takeovers)

Regulations, 2011

1.	Name of the Target Company (TC)	Panacea Biotec Limited
2.	Name of the acquirer(s)	Rajesh Jain (HUF)
3.	Whether the acquirer(s) is/are promoters of the TC prior to the transaction. If not, nature of relationship or association with the TC or its promoters	Yes. Rajesh Jain (HUF) is a member of the Promoters’ Group of Panacea Biotec Limited.
4.	Details of the proposed acquisition
	a. Name of the person(s) from whom shares are to be acquired	Dr. Rajesh Jain, Promoter of Panacea Biotec Limited
	b. Proposed date of acquisition	On or after 12.06.2026 i.e. post 4 working days from this disclosure
	c. Number of shares to be acquired from each person mentioned in 4(a) above	2,00,000 (Two Lakh) Equity Shares
	d. Total shares to be acquired as % of share capital of TC**	2,00,000 (0.09%)
	e. Price at which shares are proposed to be acquired	Inter-se transfer of Shares at NIL Price by way of gift amongst the Promoter and Promoter Group
	f. Rationale, if any, for the proposed transfer	Inter-se transfer by way of gift amongst the Promoter and Promoter Group
5.	Relevant sub-clause of regulation 10(1)(a) under which the acquirer is exempted from making open offer	Regulation 10(1)(a)(ii) of SEBI (SAST) Regulations, 2011
6.	If, frequently traded, volume weighted average market price for a period of 60 trading days preceding the date of issuance of this notice as traded on the stock exchange where the maximum volume of trading in the shares of the TC are recorded during such period.	N.A.
7.	If in-frequently traded, the price as determined in terms of clause (e) of sub-regulation (2) of regulation 8.	N.A.
8.	Declaration by the acquirer, that the acquisition price would not be higher by more than 25% of the price computed in point 6 or point 7 as applicable.	N.A.
9.	Declaration by the acquirer, that the transferor and transferee have complied / will comply with applicable disclosure	Yes

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	requirements in Chapter V of the Takeover Regulations, 2011 (corresponding provisions of the repealed Takeover Regulations 1997)
10.	Declaration by the acquirer that all the conditions specified under regulation 10(1)(a) with respect to exemptions has been duly complied with.		Yes
11.	Shareholding details	Before the proposed transaction		After the proposed transaction
			No. of shares /voting rights	% w.r.t total share capital of TC(**)	No. of shares /voting rights	% w.r.t total share capital of TC(**)
	a.	Acquirer(s) and PACs (other than sellers)(*) - Rajesh Jain (HUF)	-	-	2,00,000	0.09
	b.	Seller (s) - Dr. Rajesh Jain	3,02,17,312	13.57	3,00,17,312	13.48

Note:

(*) Shareholding of each entity may be shown separately and then collectively in a group.

(**) 1. These percentages have been calculated on the Total Paid-up Share Capital of the Target Company i.e. Rs.22,26,20,746/- divided into 6,12,50,746 Equity Shares of Re.1/- each and 1,61,37,000 Preference Shares of Rs.10/- each.

Promoters holds additional voting rights on 0.5% Cumulative Non-Convertible & Non-Participating Redeemable Preference Shares (“Preference Shares”) on January 06, 2017 arising out of the operation of second proviso to subsection (2) of section 47 of the Companies Act, 2013 (i.e. sub-section (2) of section 87 of the Companies Act, 1956) due to non-payment of dividend by the Target Company for a period of more than two years.
The said Preference Shares were issued by the Company to the Promoters of the Company on January 06, 2015 against the conversion of their existing loan and public deposits and interest accrued thereon to comply with the terms of CDR Scheme for comprehensive debt restructuring of the Company’s debts through CDR mechanism. At that time, it was not envisaged by the Promoters that these Preference Shares will have any voting rights other than the voting rights in the normal course, viz. right to vote on resolutions placed before the company which directly affect the rights attached to the preference shares and any resolution for the winding up of the company or for the repayment or reduction of its equity or preference share capital.
These additional voting rights on Preference Shares are temporary in nature and shall automatically stand extinguished upon payment of dividend on such Preference Shares.