Capfront Technologies Private Limited holds 99.98% of Vaibhav

Capfront Technologies Private Limited holds 2,03,82,415 equity shares, or 99.98% of Vaibhav Vyapar Limited’s pre-issue equity capital. Itha Venkata Raghava Gowrinath directly holds 3,996 issuer shares, or 0.02%, but owns 93,792 of Capfront’s 1,00,000 shares, giving him a 93.79% holding in the corporate promoter.

How does Capfront hold 99.98% of Vaibhav Vyapar?

Capfront holds 99.98% of Vaibhav Vyapar’s pre-issue equity capital through 2,03,82,415 equity shares. Vaibhav Vyapar identifies Capfront and Gowrinath as its two promoters, whose combined 2,03,86,411 shares represent 100.00% of pre-issue capital, subject to the prospectus’s rounding convention.

The split places nearly the entire disclosed promoter stake in Capfront rather than in Gowrinath’s personal issuer account. Gowrinath’s 3,996 shares represent the remaining 0.02% of Vaibhav Vyapar’s pre-issue capital. Each equity share held by Capfront has a face value of Rs 5.

Capfront is a private limited company incorporated under the Companies Act, 2013, with Corporate Identification Number U72900KA2018PTC118747. Its registered office is at the Envision Technology Centre in Bengaluru, Karnataka. The corporate form is material because the issuer-level stake is owned by Capfront, while the ownership of Capfront is separately divided among three disclosed members.

Vaibhav Vyapar states that its promoter and promoter group will continue to hold a majority of post-issue paid-up equity share capital. The disclosed pages do not quantify the post-issue holding for Capfront or Gowrinath. Accordingly, 99.98% is a pre-issue ownership measure as of the Red Herring Prospectus date, not a stated post-issue percentage.

Who owns Capfront, Vaibhav Vyapar’s corporate promoter?

Gowrinath owns 93,792 Capfront equity shares, equal to 93.79% of its 1,00,000 shares of face value Rs 1 each. This shareholding links his position as Chairman and Managing Director of Vaibhav Vyapar to the corporate promoter that directly owns 99.98% of the issuer.

Akshay R. Shah owns 2,580 Capfront shares, or 2.58%, while M L Srinivasa Rao owns 3,628 shares, or 3.63%. Together, the two minority members own 6,208 shares, or 6.21%. Gowrinath’s 93,792 shares are more than 15 times the 6,208 shares held collectively by those two members.

Capfront’s disclosed board has two directors: Gowrinath, a whole-time director, and Satyanarayana Reddy Veera Venkata Mallidi, an additional executive director. A shareholding percentage and a board role are separate disclosures. The prospectus does not describe a shareholder agreement, voting arrangement or other decision-making arrangement among Capfront’s three members.

Why does Gowrinath directly own only 0.02% of Vaibhav Vyapar?

Gowrinath directly owns 3,996 Vaibhav Vyapar shares, or 0.02% of pre-issue capital, because the promoter position is principally held through Capfront. His 3,996 shares plus Capfront’s 2,03,82,415 shares equal the 2,03,86,411 promoter shares disclosed in the issuer’s promoter table.

The distinction separates direct ownership of Vaibhav Vyapar from ownership of its corporate promoter. At the issuer level, Capfront has 99.98% and Gowrinath has 0.02%. At the Capfront level, Gowrinath has 93.79%, with Shah and Rao holding the other 6.21%.

The issuer’s key managerial personnel and senior management shareholding disclosure also records 3,996 shares for Gowrinath, rounded to 0.02% of pre-issue capital. That table additionally records one share each for Ganeshprasad R Pavaskar and Bhawesh Jhabak, taking the three named individuals’ aggregate to 3,998 shares, also rounded to 0.02%.

Gowrinath was redesignated as Chairman and Managing Director on 18 December 2025. The redesignation identifies his management role, whereas the 93.79% Capfront holding identifies his disclosed ownership interest in the corporate promoter. Neither figure changes the stated 99.98% direct holding of Capfront in Vaibhav Vyapar before the issue.

Has control of Capfront or Vaibhav Vyapar changed?

Capfront states that there was no change in its control during the three years preceding the Red Herring Prospectus date. Vaibhav Vyapar separately states that there was no change in its control during the same three-year period, except as disclosed in its Capital Structure chapter, and says its current promoters have been promoters since 2019.

The continuity statements apply to two related but distinct entities. Capfront’s statement concerns control of the company holding 99.98% of Vaibhav Vyapar’s pre-issue capital. Vaibhav Vyapar’s statement concerns control of the issuer, whose promoter holding is divided between Capfront’s 99.98% stake and Gowrinath’s 0.02% direct stake.

Vaibhav Vyapar also confirms that its promoters, promoter group, group company and persons in control had not been prohibited or debarred from accessing or operating in the capital market under an order of the Securities and Exchange Board of India or another authority. The company further states that none of its promoters, promoter-group members or group company had been declared a wilful defaulter by the Reserve Bank of India or another government authority.

The company says there were no defaults in interest or principal payments to debenture, bond or fixed-deposit holders, banks or financial institutions by Vaibhav Vyapar, its promoters, group company or companies promoted by its promoters during the past three years. These are company confirmations and do not provide a post-issue Capfront ownership percentage.

What can change the 99.98% ownership measure?

The 99.98% measure can change after the issue because it is calculated on Vaibhav Vyapar’s pre-issue capital. Vaibhav Vyapar has disclosed only that the promoter and promoter group will retain a majority of post-issue paid-up equity capital; it has not disclosed Capfront’s post-issue number of shares or percentage in the supplied pages.

Capfront’s own ownership could also change if its 1,00,000-share member structure changes, although no such plan is disclosed. As of the Red Herring Prospectus date, Gowrinath held 93.79%, Shah held 2.58% and Rao held 3.63%, and Capfront reported no change in control in the preceding three years.

Conclusion

Capfront is the direct holder of 99.98% of Vaibhav Vyapar’s pre-issue equity capital, while Gowrinath directly holds 0.02%. The ownership chain is concentrated at the Capfront level because Gowrinath owns 93.79% of the corporate promoter, compared with 6.21% collectively held by its two other disclosed members.

The next ownership measure to watch is the post-issue paid-up capital split, because Vaibhav Vyapar has disclosed a continuing promoter-group majority but not Capfront’s specific post-issue percentage. Any future update on Capfront’s 1,00,000-share ownership structure or a change in control would also affect the corporate-promoter chain disclosed before the issue.