BRE Asia ICC Holdings Ltd has formally disclosed the release of an indirect pledge over the shares of its promoter entity, Ventive Hospitality Limited. The pledge, securing a term loan facility of up to USD 180,000,000, was created by entities associated with the promoter, specifically BREP Asia SG T1 Holding (NQ) Pte. Ltd. and BREP VIII SBS ICC Holding (NQ) Ltd. The release was effective from February 6, 2026, following a formal release agreement.
Formal Disclosure of Encumbrance Release
BRE Asia ICC Holdings Ltd, identified as “Promoter 1” and the promoter of Ventive Hospitality Limited (the Target Company or TC), has submitted a disclosure concerning the release of a previously created share pledge. This action is reported on February 10, 2026.
Details of the Released Pledge
The original pledge was established by “Parents of Promoter 1” (BREP Asia SG T1 Holding (NQ) Pte. Ltd., and BREP VIII SBS ICC Holding (NQ) Ltd) over the shares held by Promoter 1. This arrangement served to secure term loan facilities totaling up to USD 180,000,000, which were initially disclosed on April 29, 2025.
The indirect pledge was formally released pursuant to a release agreement dated February 6, 2026, executed between Promoter 1, the Parents of Promoter 1, and Deutsche Bank AG, Singapore Branch (acting as the Offshore Security Agent). The Offshore Security Agent subsequently requested the Conservator of Mortgages in Mauritius to remove the charge from its records.
Continuing Encumbrances
It is important to note that certain covenants agreed upon in the Facility Agreement dated April 25, 2025, relating to all equity shares held by Promoter 1 in the TC, remain in force and continue to constitute an encumbrance.
Furthermore, Promoter 1 has an existing, separate pledge over its TC equity shares created under an Indian law-governed pledge agreement dated January 16, 2026. This pledge, involving “Promoter 2” (BREP Asia III India Holding Co VI Pte. Ltd.) and Catalyst Trusteeship Limited (Onshore Security Agent), was disclosed to stock exchanges on January 22, 2026.
Shareholding Impact Summary
The disclosure table confirms that BRE Asia ICC Holdings Ltd had an initial holding of 52,104,896 shares, representing 22.31% of the total capital. Following the Release event on February 6, 2026, the shares remaining encumbered in favor of the lender, Deutsche Bank AG, Singapore Branch, total 5,21,04,896 shares, maintaining the 22.31% stake.
Holdings of other related entities remain unchanged as per the filing:
- Atul I. Chordia HUF: 2,310,850 shares (0.99%).
- Atul Ishwardas Chordia: 3,858,570 shares (1.65%).
- Premsagar Infra Realty Private Limited: 87,070,470 shares (37.28%).
- BREP Asia III India Holding Co VI Pte. Ltd. (Promoter 2): 23,465,150 shares (10.05%).
Notes on Underlying Agreements
The document clarifies that the pledge details for entities other than Promoter 1 are based on the shareholding pattern disclosed for the quarter ended December 2025 and have not been independently verified by Promoter 1.
The primary Lenders under the Facility Agreement as of the reporting date include Barclays Bank PLC, Deutsche Bank AG, London Branch, JPMorgan Chase Bank, N.A., London Branch, and The Hongkong and Shanghai Banking Corporation Limited.
Source: BSE
