Master Trust Limited has announced that its wholly owned subsidiary, Master Capital Services Limited, has approved a significant fundraising initiative through the issuance of Non-Convertible Debentures (NCDs).

Board Approval and Meeting Details

The Board of Directors of Master Capital Services Limited convened on March 5, 2026, and approved the proposal to raise funds through NCDs. The meeting resulted in the formal authorization for this debt instrument issuance as part of the subsidiary's capital raising strategy.

Fundraising Structure and Amount

The fundraising will be conducted on a private placement basis, providing the subsidiary with flexibility in timing and investor selection. The company has structured the issuance to allow for multiple tranches, enabling strategic timing based on market conditions and capital requirements.

Regulatory Compliance

Master Trust Limited has fulfilled its disclosure obligations under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The intimation was formally communicated to both BSE Limited and National Stock Exchange of India Limited on March 5, 2026.

Next Steps

The company has indicated that detailed terms and conditions of the proposed NCD issuance will be communicated to the stock exchanges in due course. These details will be shared once the specific parameters are finalized by Master Capital Services Limited's management and board.

Master Trust Limited's promoters have pledged 40,00,000 equity shares to ICICI Bank Limited as collateral for financing arrangements involving their wholly owned subsidiary. The pledge creation represents a significant corporate financing development for the Ludhiana-based company.

Share Pledge Details

The encumbrance involves two key promoters creating pledges on 16.02.2026. The transaction details are structured as follows:

Promoter Holdings and Encumbrance Status

The pledge creation has impacted the overall encumbrance profile of the promoter group. The current shareholding structure shows significant promoter participation:

Financing Purpose and Regulatory Compliance

The shares have been pledged specifically to facilitate loan arrangements for Master Capital Services Limited, the wholly owned subsidiary of Master Trust Limited. This financing structure allows the parent company's promoters to provide collateral support for subsidiary operations while maintaining their equity positions.

The disclosure was made under Regulation 31(1) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011, ensuring full regulatory compliance. The company is listed on both NSE (Symbol: MASTERTR) and BSE (Scrip Code: 511768).

Impact on Share Capital

Following the pledge creation, the total promoter encumbrance has reached 1,00,00,000 shares, representing 8.13% of Master Trust Limited's total share capital. The remaining promoter group members, including Mrs. Harneesh Kaur Arora, Mr. Jashanjoyt Singh Arora, Mrs. Parveen Singhania, and others, maintain unencumbered holdings totaling 7,84,87,120 shares.

The transaction demonstrates the promoters' commitment to supporting subsidiary growth through strategic financing arrangements while maintaining transparency through proper regulatory disclosures.