Kumbhat Financial Services Limited has announced a significant inter-se transfer of shares among its promoter group members, involving the consolidation of family holdings under promoter Sanjay Kumbhat. The company informed BSE on February 27, 2026, about the proposed transaction that will see the transfer of 5,11,200 equity shares, representing 9.60% of the total share capital.

Transaction Details

The share transfer involves multiple family members transferring their holdings to Sanjay Kumbhat, with the transaction scheduled to commence on or after March 6, 2026. The transfers are structured primarily as gifts, with one exception involving a regulated purchase.

Regulatory Compliance and Approvals

The company has secured necessary regulatory approvals for the transaction. The Reserve Bank of India granted approval on February 4, 2026, acknowledging the proposed transfer of shares among existing promoters. The RBI approval covered the transfer of 5,25,900 shares (9.87%) from existing promoters to Sanjay Kumbhat, with slight variations in the final execution details.

The transaction qualifies for exemption under Regulation 10(1)(a)(ii) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as it represents an inter-se transfer among promoter and promoter group members. This exemption means no open offer is required for the acquisition.

Impact on Shareholding Structure

Following the completion of this transaction, Sanjay Kumbhat's shareholding will increase significantly while maintaining the overall promoter group holding unchanged. The consolidation represents a strategic move to streamline family asset management within the promoter group.

Company Background and Compliance History

Kumbhat Financial Services Limited, incorporated in 1993 and headquartered in Chennai, operates as a Non-Banking Financial Company (NBFC). The company has maintained regular compliance with SEBI regulations, including annual disclosures under Regulation 31(4) of SEBI SAST Regulations. Recent filings show Sanjay Kumbhat held 13,05,516 shares as of March 31, 2025, indicating previous acquisitions that have contributed to his growing stake in the company.

The transaction reflects the company's commitment to transparent disclosure practices and regulatory compliance, particularly given its status as a listed NBFC requiring RBI approval for significant shareholding changes.

Kumbhat Financial Services Limited has announced a proposed inter-se transfer of equity shares among its promoter group members, involving the consolidation of shareholding within the promoter family. The transaction represents a significant internal restructuring of promoter holdings while maintaining the overall promoter group stake in the company.

Share Transfer Details

The proposed transaction involves Sanjay Kumbhat acquiring 5,25,900 equity shares, representing 9.87% of the company's total share capital, from multiple promoter group members. The transfer is scheduled to take place between February 18, 2026, and February 28, 2026.

Regulatory Compliance and Approvals

The company has obtained prior approval from the Reserve Bank of India for the proposed share transfer, as required for listed Non-Banking Financial Companies. The RBI, in its communication dated February 4, 2026, confirmed that the proposed change in shareholding has been duly taken on record.

The transaction falls under the exemption provided by Regulation 10(1)(a)(ii) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as it constitutes an inter-se transfer among promoter group members. This exemption means that no open offer is required for the transaction.

Impact on Shareholding Pattern

Following the completion of this inter-se transfer, Sanjay Kumbhat's shareholding will increase from 663790 shares (12.46%) to 1189690 shares (22.33%). The sellers' combined holding of 5,25,900 shares (9.87%) will be transferred entirely to Sanjay Kumbhat.

The aggregate holding of the promoter and promoter group will remain unchanged before and after the transaction, maintaining the overall control structure of the company.

Transaction Rationale

According to the disclosure documents, the proposed transfer represents a private arrangement between promoter and promoter group members aimed at consolidating the family's assets. The acquisition price will not exceed the limits specified under Regulation 10(1)(a) of SEBI SAST Regulations.

The company has confirmed compliance with all applicable disclosure requirements under Chapter V of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, and has committed to intimating the RBI within one month of the share issuance with details of the revised shareholding pattern.