Promoter shares pledged and placed under non-disposal undertaking in favour of SICPA India — 46.43% encumbered
SICPA India Pvt Ltd disclosed two encumbrances on SVC Industries promoter shares: a pledge of 3,99,58,361 shares (24.50%) by Akhill Marketing Pvt Ltd, plus a non-disposal undertaking over 3,57,68,504 shares (21.93%).
- Pledged shares
- 3,99,58,361 equity shares (24.50%)
- Non-disposal undertaking shares
- 3,57,68,504 equity shares (21.93%)
- Total encumbered shareholding
- 7,57,26,865 shares (46.43%)
- Inter-corporate deposit facility
- Rs. 15,00,00,000
- Total equity share capital
- 16,30,95,352 shares
What was shared
SVC Industries submitted disclosures received under Regulation 29(1) read with 29(4) of the SEBI Takeover Regulations from SICPA India Private Limited, which is the lender and beneficiary.
The two encumbrances
- Pledge of 3,99,58,361 equity shares (24.50% of total share/voting capital) created on 28 September 2026 in the NSDL depository system by promoter Akhill Marketing Private Limited.
- Non-disposal undertaking dated 24 September 2026 over a separate 3,57,68,504 equity shares (21.93%) given by the promoters and persons acting in concert.
- Combined encumbrance after both: 7,57,26,865 shares, or 46.43% of share and diluted capital.
Why
Both were given in connection with an inter-corporate deposit facility of Rs. 15,00,00,000 extended by SICPA India to Overseas Infrastructure Alliance (India) Private Limited, together with interest and other amounts payable.
Nature of the arrangements
The non-disposal undertaking is a contractual covenant restricting the promoters from selling, transferring or encumbering those shares without the lender's consent. It involves no pledge and no transfer, is not recorded in the depository system, and the shares stay in promoters' demat accounts with voting rights and dividends intact.
For the pledged shares, the shares remain in the pledgor's demat account marked as pledged, and would be transferred to SICPA only on invocation of the pledge. SICPA states it holds no voting rights, no beneficial interest, is not a promoter or person acting in concert, and has not acquired control.
Capital base
Equity share capital is 16,30,95,352 shares of Rs. 10 each, aggregating Rs. 163,09,53,520, with paid-up capital of Rs. 161,86,36,460 and calls in arrears of Rs. 1,23,17,060. Voting rights being proportionate to paid-up capital, the pledged shares are about 24.69% and the undertaking shares about 22.10% of voting rights, together about 46.78%. There are no outstanding convertible securities or warrants.
How investors may read it
Disclosures of this kind show a large part of promoter holding tied to lender security. Encumbrance levels and the underlying loan's performance are the points investors typically track.
Also from SVC INDUSTRIES
Proceedings of 35th AGM: six resolutions passed, object clause altered
30 Sep 2026
Promoters Create Pledge on 3,99,58,361 Shares and Non-Disposal Undertaking on 3,57,68,504 Shares in Favour of Sicpa India
28 Sep 2026
More numbers
- Shares pledged by Akhill Marketing3,99,58,361 equity shares
- Pledge as % of share capital24.50%
- Shares under non-disposal undertaking3,57,68,504 equity shares
- NDU as % of share capital21.93%
- Total encumbered shares7,57,26,865
- Total encumbrance %46.43%
- Inter-corporate deposit facilityRs. 15,00,00,000
- Total equity shares16,30,95,352 equity shares of Rs. 10 each
- Equity share capitalRs. 163,09,53,520
- Paid-up equity share capitalRs. 161,86,36,460
- Calls in arrearsRs. 1,23,17,060
- Pledge as % of voting rights24.69%
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