Union (Mauritius) Holdings Limited disclosed the creation of an indirect encumbrance over its entire shareholding in Aster DM Quality Care on August 24, 2026. The move secures existing loan facilities totaling USD 210 million availed by Union Investment Private Limited.

The disclosure was filed under Regulation 31(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Union (Mauritius) holds 1,99,80,522 shares, representing 2.29% of the total share capital of Aster DM Quality Care.

Encumbrance Details

Dr. Azad Moopen Mandayapurath, Ms. Alisha Moopen, Ms. Naseera Azad, Ms. Zeba Azad Moopen, and Ms. Ziham Moopen pledged 100% of their shares in Union (Mauritius). This pledge serves as collateral in favor of DB Trustees (Hong Kong) Limited, acting as the Common Offshore Security Agent for Barclays Bank PLC and J.P. Morgan Chase Bank, N.A., London Branch.

Loan Facilities and End Use

The encumbrance secures two term loan facilities:

• Facility A: An existing indebtedness increased from USD 145 million to USD 160 million. The additional USD 15 million is for general corporate purposes overseas.
• Facility B: A new term loan facility of USD 50 million proposed for extending an inter-company loan to Union (Mauritius) and other permitted purposes.

Wider Promoter Group Exposure

According to a separate disclosure filed on August 26, 2026, under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, Deutsche Bank Group entities hold encumbrances over a larger portion of the promoter group’s stake.

While the new indirect encumbrance covers only the 1,99,80,522 shares held by Union (Mauritius), Deutsche Bank AG, Singapore Branch and DB International Trust (Singapore) Limited already held an encumbrance over 25,89,52,574 equity shares (29.71% of total share capital) through a separate independent transaction disclosed on August 21, 2026.

DBX Advisors LLC independently holds 545 equity shares (0.00%) which are not part of the encumbrance calculation.

What the Numbers Show

The combined disclosures reveal that while the immediate transaction involves a modest 2.29% stake, the broader promoter group has significantly higher collateral exposure with Deutsche Bank entities. The total encumbered promoter group holding stands at 32.00% of the voting capital, indicating substantial reliance on offshore debt facilities secured against promoter interests.

Centella Mauritius Holdings Limited sold 6,24,00,000 equity shares of Aster DM Quality Care Limited , representing 7.16% of the total paid-up equity share capital, through an on-market transaction on August 19, 2026.

The disposal was disclosed under Regulation 29(2) of the Securities and Exchange Board of India (Substantial Acquisition and Takeovers) Regulations, 2011. Centella Mauritius is not part of the promoter or promoter group of the target company.

Shareholding Changes

Prior to the sale, Centella Mauritius held 8,63,17,533 shares, accounting for 9.90% of the total voting capital. None of these shares were encumbered by pledge, lien, or non-disposal undertakings. The entity also held no warrants, convertible securities, or other instruments entitling it to receive shares carrying voting rights.

Following the transaction, the seller’s holding reduced to 2,39,17,533 shares, or 2.74% of the total paid-up equity share capital. The total diluted share/voting capital of Aster DM Quality Care remained unchanged at 87,16,72,439 equity shares.

Transaction Context

The sale occurred following a release of encumbrances. A facility agreement dated February 23, 2026, had been entered into between Centella Mauritius and certain lenders. In connection with this facility, security interest was created over the shares held by Centella Mauritius in favor of GLAS Trust (Singapore) Ltd, acting as offshore security agent.

Catalyst Trusteeship Limited, acting as onshore security agent, disclosed the release of pledge over 8,44,25,547 equity shares on August 18, 2026, to facilitate the disposal. The settlement for the share sale occurred on August 20, 2026.

What the Numbers Show

The sale represents a significant reduction in Centella Mauritius’s stake, with the entity offloading approximately 72% of its pre-transaction holding in a single open-market block. The remaining stake of 2.74% suggests a near-complete exit from a substantial position, reducing potential overhang concerns for other shareholders while indicating a decisive shift in the investor’s portfolio allocation.