Uday Narang has acquired control of Pasupati Fincap Limited by purchasing an 11.55% stake from promoter Dinesh Pareekh through a Share Purchase Agreement (SPA) executed on August 05, 2026. The transaction involves the acquisition of 5,42,925 equity shares, triggering a mandatory open offer to public shareholders under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This move marks a significant shift in the company’s ownership structure, with Narang set to become the new promoter while the existing promoter group is reclassified as public.

The deal was disclosed under Regulation 30 and Regulation 30A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. According to the filing, the consummation of the SPA results in Narang acquiring and exercising control over the target company. Consequently, the existing promoters and promoter group will be reclassified as public in accordance with Regulation 31A of the SEBI LODR Regulations. This regulatory shift underscores the complete exit of the current promoter management from the company’s control framework.

Transaction Structure

Prior to this agreement, Uday Narang held no shares in Pasupati Fincap Limited, while Dinesh Pareekh held the entire 5,42,925 shares constituting the 11.55% stake. The transaction is not classified as a related party transaction, ensuring it was conducted at arm’s length. No restrictions or liabilities have been imposed on the listed entity as part of this agreement.

Governance Changes

A critical component of this acquisition is the impending change in the company’s board composition. Upon completion of the proposed transaction, existing promoter directors are required to tender their resignation from the Board of Directors. This ensures a clean transition of governance authority to the new promoter, Uday Narang. The company has confirmed that except for the promoter seller, none of the parties to the SPA are related to the promoter group or group companies in any other manner.

What the Numbers Show

The acquisition of just 11.55% stake resulting in control transfer suggests that the remaining shares are likely dispersed among a large number of small shareholders or that the previous promoter group’s influence was consolidated primarily through Pareekh’s holding. The mandatory open offer obligation arises because the acquisition crosses the threshold for substantial acquisition under SAST regulations, protecting minority shareholders by offering them an exit route at a fair price. The reclassification of the old promoter group as public indicates a total divestment of controlling interest, which may impact future related-party transaction disclosures and corporate governance dynamics within Pasupati Fincap Limited.

Pasupati Fincap Limited reported a net loss of ₹29.54 crore for the financial year ended March 31, 2026, an improvement from the net loss of ₹35.19 crore in the previous year. The company’s revenue from operations for FY26 stood at ₹8.95 lakh, compared to nil in the prior year. For the quarter ended March 31, 2026, the company recorded a net loss of ₹7.33 lakh.

The Board of Directors approved the audited standalone financial results for the quarter and financial year ended March 31, 2026, at a meeting held on May 30, 2026. M/s V.R. Bansal & Associates, Chartered Accountants, the statutory auditors, issued an audit report with an unmodified opinion on the financial statements.

Total income for FY26 was ₹10.54 lakh, up from ₹0.08 lakh in FY25. Total expenses for the year increased to ₹40.08 lakh from ₹35.27 lakh in the previous year. Finance costs for FY26 rose to ₹11.28 lakh from ₹7.69 lakh in FY25. The company reported an earnings per share (EPS) of (₹0.63) for FY26, compared to (₹0.75) in the previous year.

The company’s equity share capital remained unchanged at ₹470 lakh. Reserves (excluding revaluation reserve) stood at (₹559.17 lakh) as of March 31, 2026, compared to (₹529.62 lakh) in the previous year. Total assets as of March 31, 2026, were ₹11.96 lakh, while total equity and liabilities were ₹11.96 lakh.

The trading window for dealing in the company's securities by designated persons remains closed until 48 hours after the declaration of the audited financial results. The regulatory intimation was submitted to the Bombay Stock Exchange Limited under Regulations 29 and 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.