Promoters of Elpro International have disclosed the creation of pledges and other encumbrances over 12.71 crore shares, constituting 75% of the listed entity’s total share capital. The disclosure, filed with BSE Limited on August 19, 2026, pertains to shareholding by I G E (India) Private Limited and other promoter group members. The encumbrances were created to secure debt instruments issued by group entities and additional term loan facilities.

The primary pledgor, I G E (India) Private Limited, holds 11.50 crore shares (67.88% of total capital). The entire holding is subject to encumbrance. Of this, 9.83 crore shares (58%) are pledged as collateral for unlisted secured non-convertible debentures issued by I G E (India) Private Limited and Zenox Technology Services Private Limited. The lender for these debentures is DSP Finance Private Limited, with CTL Trusteeship Limited acting as Debenture Trustee.

Additionally, I G E (India) Private Limited extended an existing pledge over 8.64 crore shares (51% of capital) in favour of CTL Trusteeship Limited, acting as Security Trustee for Kotak Mahindra Bank Limited. This security supports an additional rupee term loan facility (with a bank guarantee sub-limit) availed by Zenox Technology Services Private Limited. No additional equity shares were pledged for this specific facility; rather, existing pledges were extended. Furthermore, a non-disposal undertaking was provided for 1.67 crore shares (9.88% of capital) pursuant to the debenture trust deed.

Other promoter group members also created encumbrances. Yamini Dabriwala pledged 56,219 shares (0.03%), while Surbhit Dabriwala pledged 3.98 lakh shares (0.23%). Both transactions served as security for the same Kotak Mahindra Bank term loan facility availed by Zenox Technology Services. R.C.A. Limited encumbered its entire holding of 11.61 lakh shares (6.85%) as collateral for debenture issuance and the aforementioned term loan facility.

What the Numbers Show

The disclosure reveals a high concentration of promoter equity used as collateral for off-balance-sheet or group-level financing. With 99.99% of the promoters’ aggregate shareholding now encumbered, the promoter group has leveraged nearly its entire equity stake in Elpro International to secure external funding for related entities, specifically Zenox Technology Services and I G E (India) Private Limited. This structure links the liquidity and repayment capacity of the listed company’s promoters directly to the performance and debt servicing ability of these private group entities.

The filing notes that certain contractual covenants within the Facility Agreement and Deed of Corporate Guarantee require I G E (India) Private Limited to procure non-dilution of individual promoters’ shareholdings. These covenants are disclosed as potential encumbrances under SEBI Takeover Regulations. The disclosures are revised versions of earlier filings dated June and July 2026, submitted in response to queries from BSE Limited.

Elpro International delivered a strong financial performance in the first quarter of the fiscal year, reporting substantial growth across key profitability metrics. The company’s net profit for the quarter stood at ₹1.16 billion, a significant increase from ₹743 million in the corresponding period last year. This top-line growth was supported by a rise in revenue, which reached ₹1.4 billion compared to ₹997 million year-on-year.

The operational efficiency improved markedly during the quarter. Elpro International’s EBITDA rose to ₹1.18 billion, up from ₹709 million in the previous year’s first quarter. More notably, the EBITDA margin expanded to 85.07%, a sharp increase from 71% recorded in the same period last year. This margin expansion indicates that the company retained a larger proportion of its revenue as operating profit, suggesting effective cost management or favorable pricing dynamics.

What the Numbers Show

The divergence between revenue growth and margin expansion highlights a period of heightened operational leverage. While revenue grew by approximately 40% (from ₹997 million to ₹1.4 billion), the EBITDA margin jumped by over 14 percentage points. This suggests that the incremental revenue generated in Q1 was highly profitable, contributing disproportionately to the bottom line compared to the prior year. The near-parity between EBITDA (₹1.18 billion) and Net Profit (₹1.16 billion) further indicates minimal non-operating expenses or tax burdens impacting the final profit figure for the quarter.

The results underscore a positive trend in profitability for Elpro International, with both volume and value metrics showing healthy year-on-year improvement.