Aadhar Housing Finance Limited has disclosed the reclassification of its existing promoters and members of the promoter group to public category pursuant to the completion of an open offer and underlying share transfer transactions. The reclassification became effective on February 26, 2026, marking a significant change in the company's ownership structure.

Transaction Details and Share Transfers

The reclassification follows the completion of multiple transactions involving share transfers and an open offer. The acquirer, BCP Asia II Holdco VII Pte. Ltd., acquired 7,36,706 equity shares through the open offer as detailed in the post-offer advertisement dated February 18, 2026. Additionally, the acquirer obtained 28,20,52,121 equity shares from BCP Topco VII Pte. Ltd. pursuant to a share purchase agreement dated July 25, 2025. A separate transaction saw AXDI LDII SPV 1 LTD acquire 4,41,39,236 equity shares from the same seller under a share purchase agreement dated July 29, 2025.

Promoter Shareholding Changes

The shareholding pattern has undergone substantial changes following the completion of these transactions:

As of the transaction completion date, the acquirer holds 28,27,88,827 equity shares, representing 65.07% of the total paid-up equity share capital of the company.

Regulatory Compliance and Disclosure

The reclassification has been undertaken in accordance with Regulation 31A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The intent to reclassify was specifically disclosed in the Letter of Offer dated January 24, 2026, which stated that the acquirer would acquire control of the company and become classified as a promoter, while existing promoters would be reclassified as public.

The outgoing promoters have confirmed compliance with the required conditions under Regulation 31A, including:

• Holding less than 10% of total voting rights
• Not exercising control over company affairs
• Having no special rights through formal or informal arrangements
• Not being represented on the board of directors
• Not acting as key managerial personnel

Confirmation and Undertakings

BCP Topco VII Pte. Ltd., along with BCP Asia (SG) Holdings Co. Pte Ltd. and Singapore VII Holding Co. Pte. Ltd., have provided written confirmation of their compliance with all applicable conditions for reclassification. The entities have undertaken to continue complying with voting rights, control, and special rights conditions at all times, and board representation and key managerial personnel conditions for at least three years from the reclassification date.

The disclosure has been filed with both BSE Limited and National Stock Exchange of India Limited, with the company maintaining transparency regarding this significant ownership transition.

Aadhar Housing Finance Limited has completed the allotment of equity shares through its employee stock option plan, marking a significant milestone in its employee compensation strategy. The housing finance company informed the stock exchanges about this development through a regulatory filing on February 23, 2026.

ESOP Allotment Details

The company allotted 7,96,299 equity shares of Rs. 10 each to eligible option holders who exercised their stock options under the Aadhar Housing Finance Limited – Employee Stock Option Plan 2020. The allotment was completed on February 23, 2026, at 7:15 pm, following the regulatory requirements under SEBI guidelines.

Impact on Share Capital

Following the allotment, the company's capital structure has been strengthened with an increase in the paid-up equity share capital. The newly allotted shares will carry equal rights and privileges as the existing equity shares of the company.

Regulatory Compliance

The allotment was carried out in compliance with Regulation 30 and 51 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company also referenced the SEBI master circular HO/49/14/14(7)2025-CFD-POD2/1/3762/2026 dated January 30, 2026, ensuring full regulatory adherence.

The information was communicated to both BSE Limited and National Stock Exchange of India Limited, where the company's shares are listed. The company secretary and compliance officer, Harshada Pathak, signed the intimation letter, confirming the completion of all necessary formalities for the share allotment process.