Bharat Seats Limited has officially announced that it has received an intimation regarding a Memorandum of Family Settlement executed among its promoters and promoter group. The company has informed BSE Limited that the settlement, executed among the members of the Relan Family, does not impact the company’s management or control structure.

The letter, dated March 5, 2025, was received from the promoter group, which includes Mr. Rohit Relan, Mrs. Ritu Relan, Mr. Rishabh Relan, Mr. Pranav Relan, and Mr. Ayush Relan. The family settlement, executed on March 3, 2025, aims to resolve any potential disputes within the promoter family and ensure long-term stability in shareholding.

No Impact on Company’s Management or Control

Bharat Seats Limited has clarified that it is not a party to the family settlement, and as a result, there will be no material impact on the company’s management or decision-making processes. The aggregate shareholding of the promoters and promoter group remains unchanged, ensuring business continuity.

The company has also assured investors that this development will not lead to any disruptions in corporate governance or create uncertainty in leadership. This announcement is in compliance with Regulation 30 and 30A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Details of the Family Settlement Agreement

According to the disclosure, the Relan Family has decided to transfer and settle its shareholding in Bharat Seats Limited and NDR Auto Components Limited into an irrevocable family trust under the Indian Trusts Act, 1882. This move is designed to provide a long-term structure for ownership and avoid internal disputes within the family.

The completion of this settlement, however, is subject to approval from the Securities and Exchange Board of India (SEBI) under the Substantial Acquisition of Shares and Takeovers Regulations, 2011.

Promoter Shareholding Details

As per the official disclosure, the shareholding pattern of the key members of the Relan Family in Bharat Seats Limited is as follows:

• Mr. Rohit Relan – 76,48,316 shares (12.18%)
• Mrs. Ritu Relan – 5,65,000 shares (0.90%)
• Mr. Rishabh Relan – 7,36,000 shares (1.17%)
• Mr. Pranav Relan – 8,56,500 shares (1.36%)
• Mr. Ayush Relan – 4,33,832 shares (0.69%)
• Total shareholding of the Relan Family – 1,02,39,648 shares (16.30%)

Despite this transfer, the total shareholding of the promoters and promoter group in Bharat Seats Limited remains unchanged.

Purpose of the Family Settlement

The Memorandum of Family Settlement was executed to prevent potential disputes and ensure a smooth transition of ownership among the lineal descendants of the Relan Family. The settlement aims to bring long-term clarity regarding the control and decision-making authority in both Bharat Seats Limited and NDR Auto Components Limited.

By placing the shares in a family trust, the members of the Relan Family have ensured that the ownership structure remains intact, safeguarding the interests of investors, stakeholders, and the company itself.

Regulatory Compliance and SEBI Approval

Bharat Seats Limited has confirmed that the transfer of shares will be subject to SEBI approval in accordance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The regulatory review will determine whether the transfer aligns with stock market guidelines and investor protection norms.

Additionally, the company has stated that there are no restrictions or liabilities imposed on Bharat Seats Limited as a result of this agreement. There are no conflicts of interest or changes in the board structure due to the family settlement.

Key Takeaways for Investors

For investors, this update reassures market stability since the control and management of Bharat Seats Limited remain unaffected. The promoters’ decision to transfer their holdings to a trust does not alter their influence over the company.

The disclosure further emphasizes that this is not a related party transaction, as the agreement does not involve any financial exchanges impacting Bharat Seats Limited.

Conclusion

The execution of the Relan Family Settlement Agreement is a significant development aimed at ensuring smooth ownership transitions while maintaining corporate governance stability. Since Bharat Seats Limited is not a party to the agreement, its business operations and decision-making structure remain unchanged.

This move reinforces investor confidence and transparency, as the company continues to operate under its existing management and ownership framework. However, the final implementation of the family trust structure will depend on SEBI’s approval, ensuring regulatory compliance in the process.

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