Catalyst Trusteeship Limited has disclosed the creation of an encumbrance over 50,267,535 equity shares of IndusInd Bank Limited as of March 27, 2026. This action pertains to security created for a substantial USD 1.445 Billion margin loan facility availed by associated entities, including QHH, IIHL, IL, and HAL. The total pledged shares represent 6.45% of the bank’s paid-up equity capital.
Mandatory Disclosure on Share Encumbrance
Catalyst Trusteeship Limited submitted a mandatory disclosure regarding the encumbrance over equity shares of IndusInd Bank Limited, as required under Regulation 29(1) of the SEBI Takeover Regulations, 2011. The disclosure confirms the creation of security over a significant holding, effective March 27, 2026.
Details of Acquired Holding and Encumbrance
Prior to this transaction, the Acquirer (Catalyst Trusteeship Limited) held NIL shares or voting rights. Following the transaction, the total holding in the nature of an encumbrance (pledge/lien) stands at 50,267,535 shares, representing 6.45% of the total voting capital of IndusInd Bank Limited.
The mode of acquisition is listed as the Creation of encumbrance, specifically via pledge agreements established on March 27, 2026.
Underlying Margin Loan Facility
The encumbrance was created as part of the security arrangements for a major term loan facility aggregating up to USD 1,445,000,000 (One Billion and Four Hundred and Forty Five Million). The facility was provided by Original Lenders including J.P. Morgan Securities PLC, Barclays Bank PLC, Citibank N.A., and Deutsche Bank AG, Singapore Branch.
The primary borrowers (Co-Borrowers) are QH Hungary Holdings Limited (“QHH”), IndusInd International Holdings Limited (“IIHL”), IndusInd Limited (“IL”), and Hinduja Automotive Ltd (“HAL”). Catalyst Trusteeship Limited acts as the Onshore Security Agent under the Margin Loan Agreement.
Shares Pledged by Related Parties
The total encumbrance of 50,267,535 shares is derived from two specific pledges created in favor of the Onshore Security Agent:
- A pledge over 22,288,989 shares held by IIHL.
- A pledge over 27,978,546 shares held by IL.
It is noted that prior to this creation of security, an affiliate of J.P. Morgan Securities PLC held 26,500,000 Global Depository Receipts (GDRs), representing 3.40% shareholding, which do not carry voting rights in the Target Company (TC).
Capital Structure Consistency
The disclosure confirms that the total paid-up equity share capital of IndusInd Bank Limited remained unchanged before and after the creation of the encumbrance, totaling 77,90,75,972 paid-up equity shares of INR 1 each.
Source: BSE
