Saryu Kothari Acquires 7.35% Stake in Ventura Guaranty Through NCLT Merger
Multiple stakeholders have acquired significant stakes in Ventura Guaranty Limited through an NCLT-approved merger scheme. Phoenix Asset Management acquired 3.64%, while the promoter group led by Hemant Majethia and including Saryu Kothari now holds 24.51% of the post-merger share capital, marking substantial changes in the company's ownership structure.
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Phoenix Asset Management Private Limited has acquired a 3.64% stake in Ventura Guaranty Limited through shares allotted pursuant to a National Company Law Tribunal (NCLT) approved merger scheme. Additionally, Hemant Majethia and persons acting in concert have acquired 5,18,376 equity shares representing 13.45% of the post-merger paid-up share capital through the same NCLT-sanctioned merger scheme. In a separate disclosure, Saryu Kothari has acquired 2,83,181 equity shares representing 7.35% of the post-merger paid-up share capital.
Phoenix Asset Management Acquisition
Phoenix Asset Management's acquisition resulted from the NCLT-sanctioned merger scheme between Kashmir Investment and Leasing Private Limited (transferor company) and Ventura Guaranty Limited (transferee company). The NCLT order was dated November 17, 2025, with share allotment occurring on January 5, 2026, and shares credited on March 3, 2026.
| Parameter: | Details |
|---|---|
| Shares Acquired: | 1,40,364 equity shares |
| Acquisition Percentage: | 3.64% |
| Mode of Acquisition: | NCLT-approved merger scheme |
| Allotment Date: | January 5, 2026 |
| Share Credit Date: | March 3, 2026 |
Saryu Kothari Individual Acquisition
Saryu Kothari filed a disclosure under Regulation 29(1) of SEBI Takeover Regulations on March 4, 2026, marking the first instance where her individual shareholding exceeded 5%. The acquisition was made through the same NCLT-approved merger scheme.
| Parameter: | Details |
|---|---|
| Shares Acquired: | 2,83,181 equity shares |
| Individual Percentage: | 7.35% |
| Previous Holding: | 0 shares (0%) |
| Disclosure Date: | March 4, 2026 |
| Regulatory Threshold: | First crossing of 5% limit |
Promoter Group Consolidated Holdings
The merger has significantly altered the shareholding structure of Ventura Guaranty Limited. The promoter group, including Hemant Majethia and persons acting in concert, now holds a substantial stake in the company.
| Promoter Group Member: | Shares After Acquisition | Percentage |
|---|---|---|
| Hemant Majethia: | 6,48,795 shares | 16.84% |
| Saryu Kothari: | 2,83,181 shares | 7.35% |
| Shilpa Majethia: | 9,986 shares | 0.26% |
| Vandana Chothani: | 2,558 shares | 0.07% |
| Total Group Holding: | 9,44,520 shares | 24.51% |
Share Capital Structure Impact
The merger has expanded Ventura Guaranty's share capital structure to accommodate the allotment requirements under the NCLT-approved scheme.
| Capital Structure: | Amount | Number of Shares |
|---|---|---|
| Pre-merger Capital: | Rs. 3,19,48,000 | 31,94,800 shares |
| Post-merger Capital: | Rs. 3,85,35,450 | 38,53,545 shares |
| Face Value per Share: | Rs. 10 | Fully paid |
Merger Scheme Implementation
The share allotment followed a specific ratio as approved by the NCLT. Under the merger scheme, shareholders of Kashmir Investment and Leasing Private Limited received 84 fully paid-up equity shares of Rs. 10 each in Ventura Guaranty Limited for every 100 shares held in the transferor company. The Board of Directors allotted 6,58,745 equity shares on January 5, 2026, to shareholders whose names appeared in the Register of Members as on the record date of December 20, 2025.
The acquisitions by Phoenix Asset Management, Hemant Majethia's group, and Saryu Kothari represent significant developments in Ventura Guaranty's ownership structure. The company's shares are listed on BSE Limited under scrip code 512060. All disclosures ensure compliance with SEBI substantial acquisition regulations, maintaining transparency in the corporate restructuring process.
Historical Stock Returns for Ventura Guaranty
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| 0.0% | 0.0% | 0.0% | 0.0% | 0.0% | 0.0% |
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