Arco Leasing open offer ends; new owners hold 74.44%

Ownership changes after mandatory open offer

Arco Leasing has reported a major change in its ownership structure after the closure of a mandatory open offer led by Jitesh Kothari and Atul Ramshankar Jaiswal. Post-offer, the two acquirers together hold 80,78,900 shares, which the company said represents 74.44% of the total voting share capital. The disclosure marks a decisive shift in control for the company, with the incoming shareholders emerging as the dominant voting bloc.

The company also indicated that the erstwhile promoters are no longer classified as promoters following the transaction. According to the information provided, the previous promoters held 53.57% (1,28,600 shares) prior to the open offer and have now ceased to be promoters. The communication focuses on the post-offer shareholding outcome and the resulting change in promoter status.

Promoter reclassification and what it means

A change in promoter classification is a governance milestone for any listed company because it alters how control and related-party relationships are viewed under disclosure rules. In Arco Leasing’s case, the disclosure explicitly states that the earlier promoter group has “ceased to be promoters.” This typically means the company will need to update shareholding patterns, corporate governance filings, and related disclosures aligned with SEBI requirements.

The end of promoter status also changes how investors interpret decision-making power within the company. With 74.44% of voting share capital now held by the two acquirers, key corporate actions generally require cooperation from minority shareholders only in specific circumstances where special resolutions apply. The company’s disclosures, however, do not provide further details on the open offer process beyond the final ownership position.

Board approves new Whole-Time Directors

Alongside the ownership update, Arco Leasing announced the appointment of Atul Ramshankar Jaiswal and Jitesh Kothari as Whole-Time Directors. The Board of Directors approved these appointments at its meeting held on July 23, 2026. Both appointees took charge with immediate effect, and their terms have been set for five years.

The term runs from July 23, 2026 to July 22, 2031 for each director, as stated in the company’s disclosure. The appointments are subject to shareholder approval at an upcoming general meeting. Such approvals are standard for whole-time director roles in listed entities and form part of the company’s compliance process.

Director profiles disclosed by the company

Arco Leasing also shared prior experience details for both directors in its announcement. Atul Ramshankar Jaiswal’s experience includes work as an independent consultant and as a practicing chartered accountant from September 2017 to January 2026. Jitesh Kothari’s experience includes work as an independent consultant and as a practicing chartered accountant from February 2016 to July 2024.

The disclosure included director identification numbers (DINs) for both appointments. These details help investors and regulators track directorships and compliance history across corporate filings.

Senior management reshuffle: MD and CFO roles updated

Separately, the company said it has made key leadership changes across the executive team. Akash Dubey resigned from the positions of Managing Director (MD) and Chief Financial Officer (CFO). Following that resignation, Atul Ramshankar Jaiswal has been appointed as the new MD, while Anshul Sharma has been appointed as Executive Director and CFO.

In addition, Utsav Jasapara has taken charge as an Additional Director. The company’s note points to a broader management reorganisation alongside the change in ownership and board composition.

Earlier CFO resignation disclosed under SEBI LODR

Arco Leasing has also disclosed a previous CFO change under Regulation 30 of the SEBI (LODR) framework. The company announced the resignation of its Chief Financial Officer and Key Managerial Personnel, Narendra Mahavirprasad Ruia, effective from the close of business hours on March 27, 2026. The stated reason for the resignation was “other professional commitments.”

As per the disclosure, the company informed BSE Limited and received written confirmation from the resigning CFO that there were no material reasons beyond those stated in the resignation letter. The intimation and related certificate were signed by Rajendra Mahavirprasad Ruia, Whole Time Director (DIN: 01300823), and a certificate was filed on April 14, 2026.

Preferential allotment plan: ₹10.61 crore fundraising

In its broader set of updates, Arco Leasing also announced fundraising of ₹10.61 crore through preferential allotment. The company’s communication links this capital raise with the broader set of board and leadership changes being implemented. Beyond the amount and the route (preferential allotment), no further numerical details on pricing or allottee break-up were included in the provided text.

Preferential allotment fundraising is typically used by listed companies to raise capital from select investors, subject to required approvals and regulatory conditions. In Arco Leasing’s case, the announcement is positioned as part of a wider reset of governance and leadership.

Key facts table

Company contact and registered address (as disclosed)

Arco Leasing’s registered address is Plot No 123, Street No 17, MIDC, Marol, Andheri (East), Mumbai, Maharashtra 400093. The contact details shared include telephone 022-28217222, fax 022-28361760, email arcoleasingltd@gmail.com, and website http://www.arcoleasing.com.

Market impact and why the disclosures matter

The developments disclosed by Arco Leasing are primarily governance and control events rather than operating performance updates. A shift to 74.44% voting control with two shareholders, combined with whole-time director appointments and a reshaped executive team, can materially change how the company is run and how accountability is structured. For investors, the key takeaways are the post-offer voting concentration, the cessation of the erstwhile promoters, and the formal board approvals with shareholder ratification pending.

The company has also made multiple compliance-linked disclosures around KMP changes, including reasons and effective dates. With a preferential allotment fundraising of ₹10.61 crore also announced, investors will likely track subsequent filings for the detailed terms, approvals, and resulting shareholding pattern updates.

Conclusion

Arco Leasing’s latest set of announcements points to a clear transition in ownership and leadership after the mandatory open offer. The company has paired the change in control with board appointments effective July 23, 2026, executive role changes including the MD and CFO positions, and a ₹10.61 crore preferential allotment fundraising plan. The next formal milestone flagged by the company is shareholder approval for the whole-time director appointments at an upcoming general meeting.