The Exchange has received Disclosure under Regulation 31(1) and 31(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 on June 10, 2025 for Hector Asia Holdings II Pte Ltd
HCG · price
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On the reaction day the stock moved 1.8 pts less than Nifty Microcap 250 and 1.1 pts less than its Hospital peers, over the same two closes: a difference in percentage points, not a measure of what the filing did.
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Hector Asia Holdings II Pte Ltd, the new promoter of HCG, has disclosed a 'non-disposal undertaking' covering 7,16,77,991 shares (51.41% of total share capital) in favour of HSBC Singapore Branch. This encumbrance arose from a USD 223 million (about Rs 1,906 crore) offshore facility that Hector Asia used to fund its May 30, 2025 acquisition of these very shares from Aceso Company Pte Ltd, which made it the new promoter with ~51.41% stake. Importantly, the filing clarifies that no pledge or lien has actually been created – it is only a contractual restriction on sale of these shares. The encumbered shares are valued at roughly Rs 3,888 crore, giving a security cover of about 2.04x the loan amount. Total promoter group holding stands at 62.46% (8,70,84,062 shares), of which 82.30% is encumbered under this undertaking.
For shareholders, this signals that the new promoter's entire 51.41% stake is locked in as collateral for the acquisition financing, limiting any near-term possibility of stake sale by the new owner. While no actual pledge has been invoked and the company itself is not a borrower, the encumbrance at 82.30% of promoter holding is a significant overhang that investors should track.