The Exchange has received Disclosure under Regulation 31(1) and 31(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 on October 13, 2025 for Thomas John Muthoot, ....
MUTHOOTCAP · price
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On the reaction day the stock moved 1.4 pts more than Nifty Microcap 250 and 1.0 pts more than its Non Banking Financial Company (NBFC) peers, over the same two closes: a difference in percentage points, not a measure of what the filing did.
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Three individual promoters of Muthoot Capital Services — Thomas John Muthoot (19.17%), Thomas George Muthoot (19.05%), and Thomas Muthoot (18.71%) — together holding about 56.93% of the company, have created a Non-Disposal Undertaking (NDU) on October 13, 2025 covering roughly 28.26 lakh, 28.08 lakh, and 27.06 lakh shares respectively (combined ~83.39 lakh shares or ~50.7% of the company). The undertaking has been given in favour of Vardhman Trusteeship Private Limited as security trustee. The NDU is linked to the company's issuance of 15,000 senior, secured, redeemable non-convertible debentures of ₹1 lakh each, aggregating to ₹150 crore, classified as 'green debt securities' and partially guaranteed by GuarantCo Ltd. As a condition of the debenture trust deed, the three promoters have committed not to dispose of shares in a way that reduces their collective shareholding below 51% on a fully diluted basis. Importantly, this is an NDU and not a pledge — promoters retain ownership of the shares and no prior encumbrance existed.
This is a capital-raising event where the company is mobilising ₹150 crore via green bonds, and promoters are signalling long-term commitment by locking themselves in to keep holding above 51%. For shareholders, this means promoter stability is reinforced and the company is raising growth capital, though the shares now carry a non-disposal restriction tied to the debenture terms.