Family Trusts Receive SEBI Exemption for Internal Share Restructuring of Muthoot Fincorp Limited

Family Trusts Receive SEBI Exemption for Internal Share Restructuring of Muthoot Fincorp Limited​

Muthoot Microfin Limited has confirmed that its associated trusts, comprising members of the promoter group, have been granted an exemption from the open offer requirements pertaining to the acquisition and subsequent settlement of shares in Muthoot Fincorp Limited (MFL).

The exemption was granted by SEBI vide order number WTM/KCV/CFD/01/2026-27, dated May 5, 2026.

The proposed transactions are structured as an internal reorganization within the Muthoot Family, designed to streamline succession planning and the welfare of the family members. Critically, the company confirmed that there will be no change in the total shareholding of the promoter and promoter group in Muthoot Microfin Limited after the transactions are completed.

Overview of the Restructuring​

Currently, MFL's promoter group holds a controlling interest, comprising 8,55,95,744 equity shares, which accounts for a 50.21% stake in the Target Company (Muthoot Microfin Limited).

The overall transaction involves two major phases:

1. Initial Transfer to Spouses: The shares held by the initial promoters (Mr. Thomas John Muthoot, Mr. Thomas George Muthoot, and Mr. Thomas Muthoot) were transferred to their respective spouses (Mrs. Preethi John Muthoot, Mrs. Nina George Muthoot, and Mrs. Remmy Thomas) via gifts.
2. Settlement to Trusts: Following the initial transfers, the members of the promoter group settled their shares in MFL into the respective private family trusts.

The proposed transactions are described as non-commercial, and the promoter group asserted that they would not affect or prejudice the interests of the public shareholders.

Key Shareholding Details in MFL​

The consolidation of the shares was detailed through two steps, culminating in the final ownership structure of MFL. The following table illustrates the total shareholding in MFL after the proposed settlement into the trusts:

Target Company Shareholding Remains Constant​

The restructuring of MFL shares did not alter the total equity share capital of the Target Company (Muthoot Microfin Limited). The overall shareholding pattern of the Target Company, before and after the proposed transactions, remains unchanged, maintaining the promoter group's aggregate holding at 55.47% and the public shareholding at 42.83%.

The Trusts involved, including 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, will indirectly exercise control over the 50.21% stake in the Target Company, classifying them as a member of the Promoter Group.

MUTHOOTMF Stock Price Movement​

Shares of Muthoot Microfin Limited today slipped by 5.26% to settle at ₹188.6. The stock traded on a volume of 827,842 shares, ending significantly below its previous closing level of ₹200.52.