NSEGeneral Updates4 Aug 2026 · 4 Aug 2026, 04:47 pm

General Updates

Muthoot Microfin Limited · MUTHOOTMF

✦ AI SummaryPromoter Reclassif.

Muthoot Microfin Limited has received an exemption from SEBI for the proposed acquisition and settlement of shares of Muthoot Fincorp Limited, a promoter of the company, without making an open offer to public shareholders.

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Earnings Impact0/10
Growth Catalyst0/10
Governance Concern2/10
Regulatory Risk2/10
Balance Sheet Risk0/10
Liquidity Impact0/10
Market Sentiment0/10

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Full Announcement

Muthoot Microfin Limited has informed the Exchange about SEBI Exemption Order.

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muthootmicrofin_04082026164448_IntimationunderReg30tobesubmittedbyMMLtotheSESD.pdf

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August 04, 2026 To, To, BSE Limited, National Stock Exchange of India, Phiroze Jeejeebhoy, Exchange Plaza, C-1, Block G, Towers, Dalal Street, Bandra Kurla Complex, Bandra (E), Mumbai – 400001. Mumbai – 400 051. (Scrip code: 544055) (Symbol: MUTHOOTMF) Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR) This is to inform that the Company has received an intimation on August 4, 2026, (“Intimation”) from Mrs. Preethi John Muthoot, Mrs. Nina George, Mrs. Remmy Thomas (“Individual Acquirers”) and Thomas John Muthoot (MF) Trust, Thomas George Muthoot (MF) Trust, Thomas Muthoot (MF) Trust, Preethi John Muthoot (MF) Trust, Nina George (MF) Trust and Remmy Thomas (MF) Trust (collectively referred to as “Acquirer Trust” and together with the Individual Acquirers, the “Acquirers”) granting exemption vide SEBI order number WTM/KCV/CFD/10/2026-27 dated August 3, 2026 (“Order”) from the obligation to make an open offer in connection with the proposed acquisition and subsequent settlement of the shares of Muthoot Fincorp Limited (MFL), one of the promoters of the Company. A copy of the said Intimation and Order is enclosed for your reference. Kindly note that there is no change in the total shareholding of the Mr. Thomas John Muthoot, Mr. Thomas George Muthoot, Mr. Thomas Muthoot, Mrs. Preethi John Muthoot, Mrs. Nina George, Mrs. Remmy Thomas (collectively referred to as “Individual Promoter”) and MFL in the Company after the aforesaid transactions. This disclosure is being filed under Regulation 30 of the SEBI LODR read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/1/3762/2026 dated January 30,2026 and the requisite details are enclosed as Annexure–A. The same shall also be made available on the website of the Company at https://muthootmicrofin.com. Request you to take the same on record. Yours Sincerely, For Muthoot Microfin Limited, Neethu Ajay Chief Compliance Officer and Company Secretary Encl: a/a Muthoot - Classification: Public Annexure A Sl. No. Particulars Details 1 Details and reasons for Muthoot Fincorp Limited (“MFL”) a promoter of Muthoot restructuring Microfin Limited (referred to as Target Company) directly holds 8,55,95,744 equity shares representing 50.21% in the paid-up equity share capital of the Target Company. As a part of succession planning, the Individual Promoters are desirous of settling the shares held by them in MFL into private family trusts formed by each of the Promoters. The restructuring is proposed to be implemented in the following two phases: Phase I Transfer - (a) initial transfer of certain number of shares held by the Individual Promoters in MFL in favour of their respective spouses and (b) thereafter, each member of the Promoter shall settle their shares in MFL into the Trusts formed in their respective name. Post Phase I transfer the Acquirer Trusts would be acquiring 66.76% of equity shareholding in MFL. Phase II Transfer – Upon conversion of 56,000,000 compulsorily convertible cumulative preference shares (CCCPS) of MFL held by Mr. Thomas John Muthoot, Mr. Thomas George Muthoot and Mr. Thomas Muthoot into equity shares (a) certain equity shares arising from the conversion of CCCPS shall be transferred by the Promoters to their respective spouses and (b) thereafter, Ms. Preethi John Muthoot, Ms. Nina George and Ms. Remmy Thomas will settle such equity shares to Preethi John (MF) Trust, Nina George (MF) Trust and Remmy Thomas (MF) Trust, respectively. Upon completion of Phase I and Phase II transfers, the Acquirer Trusts will collectively hold 63.25% of the equity share capital of MFL. The aforesaid proposed transactions are pursuant to an internal reorganization within the family of the Individual Promoters. Settlement to Acquirer Trusts is intended to streamline succession and welfare of the members of the Muthoot Family. The proposed transactions are non-commercial and therefore they shall not affect or prejudice the interests of the public shareholders of the Target Company in any manner. SEBI vide its order no. WTM/KCV/CFD/10/2026-27 dated August 3, 2026 have granted exemption to acquirers from the open offer obligations under Regulations 3 and 4 read with Regulation 5 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 with regards to the proposed indirect acquisition of control over the Target Company. Copy of the Order is enclosed as Annexure B. Pursuant to the settlement of MFL shares by the settlors to their respective trust, the Acquirer Trusts will indirectly exercise Muthoot - Classification: Public control over MFL’s 50.21% shareholding in the Target Company. The Acquirer Trusts are already members of the promoter group of MML. 2 Quantitative and/ or Each member of the promoter and promoter group will settle such qualitative effect of number of equity shares in MFL, as may be determined, to the restructuring Trusts formed in their respective names. Upon settlement, Acquirer Trust will hold majority shareholding in MFL. Pursuant to the aforesaid transactions, Acquirer Trusts will be able to indirectly exercise control over shares constituting 50.21% in the share capital of the Target Company. However, there will be no change in control or management of the Target Company pursuant to the proposed transactions, as stipulated under Chapter 8 of the SEBI Master Circular No. SEBI/HO/CFD/PoD- 1/P/CIR/2023/31 dated February 16, 2023. There is no change in the total equity share capital of the Target Company because of the aforesaid proposed transactions. 3 Details of benefit, if The proposed transactions are pursuant to an internal any, to the promoter/ reorganization within the family of the promoter. Settlement to promoter group/ group Acquirer Trusts is intended to streamline succession and welfare companies from such of the members of Muthoot Family. proposed restructuring 4 Brief details of change The transactions would not result in any change in overall in shareholding pattern promoter and promoter group shareholding in the Target (if any) of all entities Company. Post the transactions, the promoter and promoter group of the Target Company will continue to hold the same number of shares as they were holding prior to the proposed transactions. There is no change in the public shareholding in the Target Company. Acquirer Trusts will indirectly exercise control over 50.21% shareholding in the Target Company. Muthoot - Classification: Public Augu4s,2t 0 26 To, To, MuthMoioctr Loifmiint ed, MuthFoiontc Loirmpi ted 13tFhl oPoarr,i nee, 5thF loMourt,h Coeontt TrCeN ,o .27/3022 CresceBnaznodK,ru ar la, PunnReona d, ComplBeaxn,d( rEa) , Trivan-6d9r05u0 m1 . Mumb-a4i0 0051. SubI:n timaotfSi eocnu riatnidEe xsc hanBgoea rodfI ndia IeSxEeBmI)pt oirodnne urm ber WTM/KCV/CFD/1d0a/t2Ae0ud2g 6u-3s2,2t7 0 26. 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YouSrisn c,e rely PhasIAe c quirers REMMY Digitsailglnbyey d REMMTYH OMAS JP OR HE NE T: MH9: IJTHOOIi T�� �N NINA GD El Og Rs Gil El bgiiNynlI �lNdyA THOMASD at2e0:2 6.08.04 MUTHO�O.T 7�:��oa; GEORGO 1E 2a l 22r :0. 2 +0 0S2 '6 l. 0'0 8.CM 12:44+:0055' 30' MrsP.r eeJtohhin MuthooMtr s [Showing first 8,000 characters — download PDF for full document]