Catalyst Trusteeship Limited has fully released its pledge over 4,31,000 equity shares of Refex Renewables & Infrastructure Limited. The release, effective as on August 11, 2026, removes encumbrances on shares representing 9.58% of the company's total voting capital.

The trustee acted on behalf of debenture holders for Refex Renewables & Infrastructure Limited. The disclosure was made pursuant to Regulation 29(2) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Transaction Details

The pledge release affects the following shareholding structure:

Refex Renewables & Infrastructure Limited has a total equity share capital of ₹4,49,79,350, comprising 44,97,935 equity shares with a face value of ₹10 each. The total voting capital remains unchanged following the release.

Deesha Srikkanth, Senior Vice President at Catalyst Trusteeship Limited, authorised the disclosure filed with BSE Limited on August 13, 2026.

Refex Holding Private Limited (RHPL) has acquired a 30.94% stake in Refex Renewables & Infrastructure Limited through an inter-se transfer of 13,91,869 equity shares from fellow promoter entity Avyan Pashupathy Capital Advisors Private Limited (Avyan). The transaction, executed at ₹142.47 per share, consolidates the promoter group’s holding to 74.86% while keeping the aggregate promoter ownership unchanged. The acquisition price is significantly lower than the 60-day volume-weighted average price (VWAP) of ₹274.89 on the Bombay Stock Exchange (BSE).

The intimation, filed on August 07, 2026, under Regulation 10(5) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, cites internal restructuring as the rationale for the transfer. The shares were transferred under Regulation 10(1)(a)(ii), which exempts transfers among promoter entities that have been named as promoters for at least three years prior to the acquisition. Consequently, no open offer obligation is triggered. The proposed date of acquisition is August 14, 2026.

Transaction Details

Following the transfer, Refex Renewables & Infrastructure Limited will initiate the re-classification of Avyan Pashupathy Capital Advisors Private Limited from the promoter category. This process requires approval from the stock exchange and shareholders, as mandated under Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Definitive agreements are being finalized to formalize the transaction.

What This Means for Shareholders

The inter-se transfer does not alter the aggregate promoter holding in Refex Renewables & Infrastructure Limited but shifts direct ownership from Avyan to RHPL. For minority shareholders, the key implication is the potential change in voting power dynamics within the promoter circle, as RHPL assumes control of the shares previously held by Avyan. The re-classification process ensures transparency regarding the change in promoter status for Avyan Pashupathy Capital Advisors.

What the Numbers Show

The acquisition price of ₹142.47 per share represents a discount of approximately 48% compared to the 60-day VWAP of ₹274.89 on the BSE. This significant deviation highlights the difference between market valuation and internal restructuring valuations within the promoter group. While the transaction does not involve cash inflow or outflow for the listed entity, it signals a consolidation of control under RHPL, which will hold 33,67,425 shares (74.86%) post-transfer.