Lloyds Metals & Energy promoters created a non-disposal undertaking over 1.65 crore equity shares, representing 2.93% of total share capital, to secure a rupee term loan facility.

The disclosure was made under Regulation 31(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Madhur Rajesh Gupta, promoter of the company, confirmed that the arrangement is customary for financing transactions of this nature. The shares remain in the promoters' demat accounts with no transfer to third parties.

Encumbrance Details

The non-disposal undertaking was dated August 25, 2026, with SBICAP Trustee Company Limited acting as the security trustee. The restriction applies to specific holdings across multiple promoter entities and individuals. Legal and beneficial ownership remains with the promoters, who retain voting rights and dividend entitlements subject to financing terms.

What the Numbers Show

The data reveals a significant concentration of encumbrance within specific promoter vehicles. Crosslink Food and Farms Private Limited and Lloyds Metals & Minerals Trading LLP together account for 12.68% of the total share capital under this new undertaking. This suggests these entities are primary conduits for the group's financing structures, holding substantially higher encumbrance ratios compared to individual promoter holdings.

Existing Holdings

Other promoter entities retained existing encumbrances without new undertakings in this filing. Thriveni Earthmovers Private Limited holds 1.78 crore shares (17.77%), with 9.51 crore shares (16.88%) already encumbered. Sky United LLP holds 7.35 crore shares (13.05%), with 2 crore shares (3.55%) encumbered. Lloyds Enterprises Limited holds 2.32 crore shares (4.13%), with only 2,596 shares (0.0005%) encumbered.

Lloyds Metals & Energy promoters created a non-disposal undertaking (NDU) over 10.79% of the company’s equity shares on September 4, 2026, to secure term loan financing.

The disclosure was filed with stock exchanges on September 10, 2026, under Regulation 31(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The NDU was executed in favor of SBICAP Trustee Company Limited, acting as the Security Trustee.

Structure of the Encumbrance

Promoter Rajesh Rajnarayan Gupta clarified that the arrangement is a customary financing requirement and does not involve a pledge. Legal and beneficial ownership of the shares remains with the promoters, who retain voting rights and entitlement to dividends.

The shares continue to be held in the promoters’ demat accounts without transfer to any third-party account. Disposal restrictions apply only during the applicable period defined in the financing documents.

Promoter Shareholdings Under NDU

The NDU covers portions of holdings across multiple promoter entities and individuals. Crosslink Food and Farms Private Limited has the largest exposure under this new encumbrance.

Existing Encumbrances

Other promoter entities already had significant portions of their holdings encumbered prior to this transaction. Thriveni Earthmovers Private Limited had 16.88% of its holding encumbered, while Sky United LLP had 3.55% encumbered. These existing encumbrances were not part of the new NDU creation.

What the Numbers Show

The creation of an NDU rather than a pledge indicates lenders sought security against disposal risk without restricting voting control or triggering immediate market sell-off pressures associated with pledged shares. This structure allows promoters to retain full governance rights while providing lenders with contractual assurance that the collateral base remains intact during the loan tenure.