Novartis India stake sale closes in 2026: what changed

Ownership transition closes on July 29, 2026

Novartis India Limited completed a major ownership transition on July 29, 2026, with ChrysCapital entities acquiring control of the listed company. The Board recorded the completion of the sale of 17,450,680 equity shares from Novartis AG to WaveRise Investments Limited, ChrysCapital Fund X, and Two Infinity Partners. The transaction was executed under a Share Purchase Agreement (SPA) dated February 19, 2026. The company also said the Open Offer concluded on the same date, aligning the change in shareholding and takeover process on a single closing day.

The company’s 245th Board meeting on July 29, 2026 formalised the change in control and a governance reset. The meeting began at 04:20 P.M. (IST) and ended at 05:40 P.M. (IST). Decisions included recording the share sale closing, reclassifying the former promoter, appointing new directors, and accepting resignations from outgoing directors.

Who acquired the stake and how much was bought

The acquirer group was described as WaveRise Investments Limited (WaveRise), ChrysCapital Fund X (Fund X), and Two Infinity Partners (TIP), collectively referred to as CC in the company’s disclosures. Following the off-market acquisition, WaveRise, Fund X, and TIP filed a SEBI SAST Regulation 29(1) disclosure on July 29, 2026, citing a combined 70.68% stake in Novartis India.

Separately, market reports around the announcement had pegged the parent’s stake sale value at about Rs 1,446 crore, with the consortium acquiring shares at Rs 860.64 per share. The same reports noted the price represented a 3.6% premium over the previous close of Rs 830.45.

Open Offer process and independent directors’ review

A Committee of Independent Directors was constituted on June 4, 2026, and its reasoned recommendations were published in newspapers on June 6, 2026. The Open Offer concluded on July 29, 2026, the same day as the share purchase closing.

Public disclosures around the transaction stated the acquirers launched an offer to buy up to 26% from public shareholders. The offer size was up to 64,19,608 fully paid-up equity shares at Rs 860.64 per share, aggregating up to Rs 552.49 crore, payable in cash, subject to offer terms.

Promoter reclassification: Novartis AG moves to ‘public’

With effect from the closing date, Novartis AG ceased to be in control of Novartis India and ceased to be a promoter. WaveRise and Fund X were described as acquiring control of the company following closing.

The Board took on record the reclassification of Novartis AG from the “promoter” category to the “public” category effective July 29, 2026. The company cited Regulation 31A(10) of the SEBI Listing Regulations for the reclassification.

Board reconstitution: six new directors appointed

On the recommendation of the Nomination and Remuneration Committee and pursuant to the SPA terms, the Board appointed six new directors effective July 29, 2026. They will hold office until the date of the ensuing Annual General Meeting.

The new directors appointed were:

• Mr. Ashok Bhatia
• Mr. Kshitij Sheth
• Dr. Jagriti Gupta
• Mr. Ramesh Ramadurai
• Mr. Shashank Sinha
• Ms. Suchita Sharma

Six resignations accepted, including Chairperson and CFO

In the context of the change in control and board reconstitution, six directors tendered their resignations effective July 29, 2026. The disclosure notes that the outgoing set included the Chairperson and the CFO, and that the resignations were accepted on the same day.

The company did not detail names of the resigning directors in the provided text, but tied the exits directly to the change in control and the incoming board.

Key numbers at a glance

Stock market reaction around the deal announcement

Market reports said Novartis India shares surged nearly 18% after the parent announced the sale of its 70.68% stake. Another update said the stock closed 20% higher at Rs 996.50 on BSE on Friday after the announcement. The price action reflected investor focus on the change in ownership and the open offer terms, including the Rs 860.64 offer price and the 3.6% premium cited over the previous close of Rs 830.45.

These moves were reported as reactions to the announcement and disclosures, rather than to any change in the company’s operating performance in the provided text.

Background: strategic review and India structure

Novartis AG stated the divestment followed a strategic review initiated in February 2024. The transaction was previously expected to close in Q3 2026, and the company’s July 29, 2026 board outcome confirms the closing.

Reports also noted the Swiss group operates in India through two entities: Novartis India, the listed company with a legacy portfolio, and the unlisted Novartis Healthcare with high-value innovative medicines. The strategic review was described as focused on the publicly traded Indian subsidiary.

Other corporate updates referenced in the disclosures

Apart from the change in control, the text also references a few corporate actions and updates from 2026. Novartis India informed BSE that a board meeting was scheduled on May 12, 2026 to consider and approve audited financial results for the quarter and financial year ended March 31, 2026.

The company also disclosed receipt of a Delhi High Court order admitting a company petition in the matter of Novartis India Limited vs. Commissioner of Trade and Taxes (W.P.(C) 3892/2026). In board composition updates earlier in the year, Ms. Gowree Gokhale was appointed as an Additional Director (non-executive, Independent Director) effective April 1, 2026 for five consecutive years. The board also approved the completion of the second tenure of Ms. Sandra Martyres as an Independent Director effective April 18, 2026.

Why the change matters for investors and compliance

The July 29 closing consolidates several compliance milestones into a single date: completion of the SPA, conclusion of the Open Offer, promoter reclassification, and board changes. For public shareholders, the Open Offer terms and the disclosure of a 70.68% off-market acquisition provide the clearest markers of how control shifted.

The governance transition is also significant because it was accompanied by the appointment of six new directors and the exit of six directors on the same effective date. The company also referenced post-closing obligations and a stated intent to change its name within 120 days of completion to remove references to the seller group, as reported in the transaction updates.

Conclusion

Novartis India’s July 29, 2026 board meeting closed a long-running ownership transition triggered by Novartis AG’s strategic review that began in February 2024. With the 70.68% stake transfer completed, the Open Offer concluded, and the board reconstituted, the next formal milestones are regulatory filings and the ensuing AGM where the new directors’ appointments will be placed in context of ongoing governance requirements.