SEBI grants exemption for 50.21% Muthoot Microfin stake shift to six trusts

The acquisition is achieved by transferring shares from Muthoot Fincorp Limited (MFL) to these trusts, which will then hold control over MFL.

Who it concerns: Muthoot Microfin Limited (Target Company), Muthoot Fincorp Limited (MFL), Thomas John Muthoot (MF) Trust, Thomas George Muthoot (MF) Trust, Thomas Muthoot (MF) Trust, Preethi John Muthoot (MF) Trust, Nina George Muthoot (MF) Trust, Remmy Thomas (MF) Trust, Thomas John Muthoot, Thomas George Muthoot, Thomas Muthoot, Preethi John Muthoot, Nina George Muthoot, Remmy Thomas.

What SEBI found or ordered

• SEBI granted exemption from Sub-regulation (1) of Regulation 3 read with Regulation 4 and 5 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
• The proposed acquisition involves 8,55,95,744 equity shares (50.21%) of Muthoot Microfin Limited held by Muthoot Fincorp Limited.
• The acquisition is structured in two steps: first, shares are transferred by gift from three male promoters to their spouses; second, all six individuals transfer their shares to their respective private trusts.
• The trusts are irrevocable, discretionary, and private, settled under the Indian Trusts Act, 1882, with deeds dated October 24, 2025.

Also in the document

• The transaction involves a significant shift in shareholding structure within the promoter group, moving control from individual family members to six separate private trusts.
• The target company, Muthoot Microfin Limited, is listed on both BSE and NSE.
• The total issued and paid-up share capital of the target company is INR 1,70,49,21,760/-.