U. Y. Fincorp seeks nod for Rs 127.17 crore equity issue

U. Y. Fincorp Limited is seeking shareholder approval on November 25, 2026, to issue up to 5.21 crore equity shares at Rs 24.40 each to 136 non-promoter allottees, raising up to Rs 127.17 crore in cash through a preferential private placement. The proposed shares require full payment before or on allotment.

What is U. Y. Fincorp proposing in the preferential issue?

U. Y. Fincorp is proposing to issue up to 5.21 crore equity shares of face value Rs 5 each at Rs 24.40 per share, including a premium of Rs 19.40 per share. The proposed cash issue would raise Rs 127.17 crore if the full allotment is completed at the stated price.

The proposal is Item No. 2 in the notice for an Extra Ordinary General Meeting, or EOGM, at 11:00 a.m. Indian Standard Time on November 25, 2026. Shareholders are being asked to approve the issue through a special resolution under the Companies Act, 2013 and the Securities and Exchange Board of India, or SEBI, Issue of Capital and Disclosure Requirements Regulations, 2018.

The pricing relevant date is October 26, 2026, which the notice identifies as 30 days before the EOGM. The issue would be made on a private-placement basis in one or more tranches, subject to approvals from SEBI, stock exchanges and other authorities where required.

The direct equity-share proposal is Rs 67.17 crore larger than the separate warrant proposal and covers 2.75 crore more securities. While the equity issue requires 100% payment by the allotment date, the warrant proposal requires at least 25% on allotment and the balance on conversion.

Who are the proposed recipients of U. Y. Fincorp shares?

U. Y. Fincorp proposes to allot the 5.21 crore shares to 136 named allottees, all classified as non-promoters in the notice. The group includes individuals, Hindu Undivided Families, limited liability partnerships, private companies, funds and other entities.

Naresh Saraaf is the largest proposed allottee, with 25.60 lakh shares for Rs 6.25 crore. Oswal Capital Ventures Advisory LLP, Nidhi Kamal Parekh, Phoenix Trades and Areeza India Strategy Partners LLP are each proposed to receive 20.45 lakh shares for Rs 4.99 crore.

Ashok Kantilal Darji is proposed to receive 16.35 lakh shares for Rs 3.99 crore. Eight proposed allottees, including Nikhil Santosh Oswal, Suyash Murlidhar Chaini, Manish Jain and Premal Mukundbhai Shah, are each listed for 12.25 lakh shares worth Rs 2.99 crore.

At the smaller end of the placement, several proposed allottees are listed for 60,000 shares each, valued at Rs 14.64 lakh. Nayani Shirinbanu Shabbirali is listed for 40,000 shares worth Rs 9.76 lakh, showing that the proposed individual allocations range from Rs 9.76 lakh to Rs 6.25 crore.

How does the equity issue differ from U. Y. Fincorp's warrant proposal?

U. Y. Fincorp's equity issue would result in immediate fully paid shares, unlike the separate proposal for up to 2.46 crore convertible equity warrants. The warrant issue is proposed for Deepak Kothari, Udai Kothari and Dipti Deepak Kothari, who are classified as promoter or promoter group, for aggregate consideration of Rs 60.00 crore.

For the warrants, proposed allottees must pay at least 25% of Rs 24.40 per warrant before or on allotment, with the remaining 75% payable when they exercise conversion. Warrants may be converted into an equal number of equity shares in one or more tranches within 18 months from allotment.

If a warrant holder does not exercise conversion within the 18-month period, the amount paid on the unconverted warrant would be forfeited and related rights would lapse automatically. Warrants do not carry dividend or voting rights until conversion into equity shares, whereas the proposed equity shares are intended to rank pari passu with existing fully paid shares.

The two resolutions therefore have the same stated price of Rs 24.40 per security but different investor categories, cash-payment timing and security terms. The equity proposal is for 136 non-promoter allottees and Rs 127.17 crore, while the warrant proposal is for three promoter-related allottees and Rs 60.00 crore.

When could U. Y. Fincorp allot and list the shares?

U. Y. Fincorp says the equity shares would be issued in dematerialised form within 15 days of shareholder approval of the special resolution. If approvals from stock exchanges, regulatory authorities or the central government remain pending, the 15-day period would run from receipt of the last required approval, subject to any further permitted period.

Each proposed equity allottee must pay 100% of the issue price from that allottee's bank account before or on the allotment date. The shares would be subject to the lock-in requirements under Chapter V of the SEBI Issue of Capital and Disclosure Requirements Regulations, while any pre-preferential shareholding would be subject to Regulation 167(6).

The notice says the new equity shares would be listed and traded on the exchanges where U. Y. Fincorp shares are listed, subject to regulatory permissions and approvals. The board also seeks authority to issue private-placement offer-cum-application letters, seek in-principle approvals and make filings with the Ministry of Corporate Affairs and depositories.

Shareholders holding shares on the November 18, 2026 cut-off date can vote remotely from 10:00 a.m. Indian Standard Time on November 22 until 5:00 p.m. on November 24. The EOGM will be held through video conferencing or other audio-visual means on November 25, 2026.

Conclusion

U. Y. Fincorp is seeking approval for a Rs 127.17 crore fully paid preferential equity issue that would add up to 5.21 crore shares at Rs 24.40 each. The proposed recipients are all classified as non-promoters, distinguishing the transaction from the separate Rs 60.00 crore promoter and promoter-group warrant proposal.

The next scheduled event is the November 25, 2026 EOGM, following the remote voting period from November 22 to November 24. If shareholders approve the proposal, the next disclosures to watch are regulatory and stock-exchange approvals, receipt of full consideration from allottees, and allotment within the notice's stated timeline.