Pages

Friday, February 28, 2025

Govt appoints Finance Secretary Tuhin Kanta Pandey as SEBI chief for a three-year term Read more at: https://economictimes.indiatimes.com/news/india

 


Prime Minister Narendra Modi-led government on Thursday appointed Finance Secretary Tuhin Kanta Pandey as the next Chairperson of the Securities and Exchange Board of India (SEBI) for a three-year term.

Pandey will succeed Madhabi Puri Buch, whose tenure as SEBI Chairperson concludes on February 28.

Prior to this appointment, Pandey served as the Finance Secretary of India, a position he assumed in September 2024 after TV Somanathan's promotion to Cabinet Secretary.

During his distinguished career, Pandey has held several key positions, including heading the Department of Public Enterprises (DPE) and the Department of Investment and Public Asset Management (DIPAM). He is particularly noted for overseeing the landmark sale of Air India and the public listing of LIC.

Tuhin Kanta Pandey to replace Madhabi Buch


Madhabi Puri Buch took over as SEBI Chairperson on March 2, 2022, after serving as a Whole-Time Member (WTM) at SEBI from April 2017 to March 2022.

Buch’s tenure was marked by regulatory challenges and controversies, including allegations from short-seller Hindenburg Research regarding her alleged investments in offshore funds linked to the Adani Group, along with accusations of violations of SEBI’s code of conduct. However, these claims were not substantiated.

Pandey, as Finance Secretary, played a key role in advising the Finance Minister on policy matters, managing the ministry’s operations, and representing the ministry before the Public Accounts Committee of Parliament. He was instrumental in shaping India’s fiscal and economic strategies. Now, as SEBI Chairperson, he brings his extensive experience in financial management and governance to the top regulatory body.

Pandey holds an MA in Economics from Panjab University, Chandigarh, and an MBA from the UK. His career includes significant administrative roles in both the Odisha state government and central government. He has served as District Collector in Sambalpur, Deputy Secretary in the Ministry of Commerce, and held various positions in sectors such as health, transport, and commercial taxes. Pandey was also Joint Secretary at the Planning Commission and briefly served as Secretary in the Ministry of of Civil Aviation in 2021.

Pandey’s appointment marks a new chapter in his illustrious career, and his leadership is expected to guide SEBI in navigating the dynamic financial landscape.

Thursday, February 27, 2025

HOW TO READ MINIMUM INFORMATION TO BE PROVIDED FOR REVIEW OF THE AUDIT COMMITTEE AND SHAREHOLDERS FOR APPROVAL OF A RELATED PARTY TRANSACTION;-MMJC

February , 2025


Securities and Exchange Board of India (‘SEBI’) has issued a circular dated February 14, 2025, for Industry Standards on ‘Minimum information to be provided for Review of the Audit Committee and Shareholders for Approval of a Related Party Transaction (RPT)’ (‘RPT Industry Standards’).

The minimum information required to be placed before the audit committee and shareholders, wherever required, for approval of a related party transaction (‘RPT’) as covered in Section III-B of Master circular dated November 11, 2024 would be replaced with RPT Industry Standards for all the RPTs to be entered into, with effect from April 01, 2025.

Identification of Related Parties:

The listed entity shall identify the list of related parties as per the definition provided under Regulation 2(1)(zb) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’ of ‘LODR’) – No change in the definition of related parties.

Identification of Related Party Transactions:

The listed entity shall identify/ budget related party transactions as per the definition provided under Reg. 2(1)(zc) read with Reg. 23 of LODR – No change in the definition of related party transactions.

Classification of RPT for Understanding the Disclosure Requirement:

Post identification of RPT, the Company needs to classify/basket the related party transactions as follows:

1. Transactions falling under the definition of material RPT (as per Reg. 23(1) of LODR

2. RPTs (other than material RPT) to be entered into with promoter or promoter group or entity where promoter group is concerned or interested[1]:

a. Exceeding threshold[2] as specified.

b. Below the threshold[3]

3. Residual RPTs (other than RPTs identified in Point 1 and 2 above)

All such related party transactions covered in point no. 1, 2 & 3 above are required to be further bifurcated into balance sheet items or Profit/ Loss items (P&L items)[4].

Understanding Disclosure Requirements for RPTs:

Comprehensive Disclosures (All disclosures as specified in Para 4 of the RPT Industry standards):

  • All material RPTs (both balance sheet and P&L items)
  • RPTs (both balance sheet and P&L items) with promoter, promoter group and entities in which they are interested or concerned, and the amount exceeds the threshold limits.
  • RPTs (only balance sheet items) with promoter, promoter group and entities in which they are interested or concerned, and the amount does not exceed the threshold limits.

Limited Disclosures (Thorough disclosures as specified in Para 4 of RPT Industry standards except few items as specified in the RPT Industry standards):

  • RPTs (only P&L items) with promoter, promoter group and entities in which they are interested or concerned, and the amount does not exceed the threshold limits.
  • Residual RPTs (both balance sheet and P&L items) exceeding Rs. 1 crore

Minimum Disclosures (Essential disclosure as specified in Rows A(1), A(2), A(4), A(5) and B(1) of Para 4 of the RPT Industry Standards):

  • Residual RPTs (both balance sheet and P&L items) not exceeding Rs. 1 crore

Analysis of Disclosure Requirements of RPT Industry Standards:

Para 4 includes the disclosure requirements for the RPTs. You may refer an excerpt of the disclosure requirements in Annexure A.

Part A:

  • Part A of the said para includes information with respect to each related party (irrespective of the number and value of transactions) out of which part A1 to A4 requires historic data of the said related party (like elaborate KYC) and the transactions entered into with the same, if any.
  • Part A5 of the said para requires the aggregate value of proposed transactions (all the transactions taken together) to be mentioned including various other details with a particular related party.

Hence, the said information in A1 to A5 can be provided related party-wise.

Part B:

The details under this part are required to be provided transaction-wise.

  • Part B(1) requires the basic details of each RPT to be entered into by the listed entity or its subsidiary with related parties for approval of audit committee.

This is the least information required for all kinds of RPTs.

  • Part B(2) to B(8) includes additional details for specific types of RPTs as specified in the standards (e.g. purchase/ sale of goods, services/ transactions related to loans, advances, investments, borrowings, royalty/ sale, lease or disposal of unit/ division/ undertaking, etc.) which are required to be disclosed to the audit committee at the time of approvals. Depending on the nature of the transaction, the Company will have to choose which part of B2 to B8 is to be provided for that specific transaction.

All the disclosures are required to be provided by the listed entity without deleting any line item. The company may add ‘Nil’ or ‘NA’ against items which are not relevant.

Role of Management and Audit Committee:

  • The management is required to provide comments or information against each such line item for the review and comments of the audit committee which are required to be captured in the minimum information disclosures placed before the audit committee.
  • CEO or CFO and promoter directors are required to give certificate that the transactions are not prejudicial to the interest of the general public and the terms and conditions of these transactions are not unfavorable for the listed entity.
  • Specific comments have been sought from the Audit Committee on specified occasions. Such comments must be recorded in the minutes of the Audit Committee.

Disclosure Requirement for Shareholders:

All the items relevant for each material RPT as per Para 4 are required to be mentioned in the explanatory statement contained in the notice of shareholders along with the comments of the board of directors and audit committee, if any.

The Audit Committee can approve the redaction of commercial secrets and other information that would affect the competitive position of the listed entity from disclosures to shareholders. Further, the Audit Committee shall certify that, in its assessment, the redacted disclosures still provide all the necessary information to the public shareholders for informed decision-making.

Approval Requirement:

All RPTs, irrespective whether they are specific or omnibus approvals or ratification, would warrant minimum disclosure/ information, to the audit committee and shareholders, wherever applicable, under the RPT Industry Standards.

The RPTs for FY 26 for which omnibus approval is already obtained before the notification of the RPT Industry Standards would not warrant submission of these information.

MMJC Remarks:

The advent of RPT Industry standard:

  • Pushes the management for providing detailed information to the Audit Committee in collaboration with the Promoters (or their office), CEO, CFO, Business heads, finance team, etc.;
  • More informed and mindful decision-making and record-keeping by the Audit Committee.
  • Transparency for the shareholders for informed decision-making.

The Companies will have to revisit and upgrade the entire data collation and RPT budgeting process.

Annexure A

Minimum information to be provided as per ISF guidance is divided as follows:

Part ADetails of related party and Details of transactions with related party (historic transactions).
Part B Details for specific transaction
Part B(1)Basic details of the transaction 
Part B(2)Transaction relating to sale, purchase, or supply of goods or services or any other similar business transactions
Part B(3)Transactions relating to any loans, inter-corporate deposits or advances given by the listed entity or its subsidiary
Part B(4)Relating to any investment made by the listed entity or its subsidiary
Part B(5)transactions relating to any guarantee (excluding performance guarantee), surety, indemnity or comfort letter, by whatever name called, made or given by the listed entity or its subsidiary
Part B (6)Transactions relating to borrowings by the listed entity or its subsidiary.
 Transactions relating to sale, lease or disposal of assets of subsidiary or of unit, division or undertaking of the listed entity, or disposal of shares of subsidiary or associate.
Part B (7)Transactions relating to payment of royalty.
Point 5Standards for Minimum Information to be provided to the shareholders for consideration of RPTs

[1] As defined in the Explanation below the Applicability Matrix

[2] As specified in Para 1, Point 2 of the RPT Industry Standards

[3] ibid

[4] As defined in the Explanation below the Applicability Matrix




Birla pulls wire, shock pulses through stocks. What's ahead? Read more at: https://economictimes.indiatimes.com/news/company

 

Cat has landed among the pigeons in India's wires and cables sector as Aditya Birla Group firm UltraTech Cement, India's biggest cement company, has announced its entry into the sector with Rs 1,800 crore investment planned over the next two years which include a plant in Gujarat.

The deep-pockets Birla Group aims to stretch itself further along the construction value chain after it launched Birla Opus last year to sell a range of exterior and interior building products from decorative paints to wood finishes.

Birla's likely price play in the wires and cables sector has delivered a shock to the smaller players. Shares of leading manufacturers Polycab, KEI Industries and Havells fell up to 20% on Thursday as investors fear Birla's huge capex plan can lead to de-rating and margin pressure for existing players, especially when many stocks are trading at high multiples.

Getting a hang of Birla's wires and cables play

Birla's foray into wires and cables business is in accordance with the company's strategy to strengthen its position as a comprehensive building solutions provider. From white cement to wall putty to paints and now to wires and cables, Birla Group is certainly expanding across the construction sector. Birla's copper and aluminium business of Hindalco can provide synergies to its wires and cables play. Volatile prices of copper, a key raw material, have plagued this sector.

While Birla Group can pose a big challenge to incumbents with its sharp price plays, brokerage firm Jefferies says that UltraTech’s entry should not be seen as a major disruptor in the short term. The firm notes that while UltraTech shares a similar customer base with cement, its sales channel is not identical. However, UltraTech has thousands of UltraTech Building Solutions (UBS) stores where it sells a wide range of home building products including electrical components such as switchboards. Probably, that's why Birla is launching the wires and cables business under UltraTech instead of Grasim Industries which houses the paint business Birla Opus. “Distribution synergies will be a key factor. UltraTech is a giant in the construction materials space, and its ability to cross-sell through UBS stores could accelerate adoption,” CLSA observed.

There could be some concerns over Rs 1,800 crore capital expenditure for the new foray. Even though UltraTech has already charted out its capex plans for the cement business, many think the capex for the new foray could dilute focus on UltraTech's main cement business where it's an industry leader by far but faces aggressive moves by the Adani Group which is exploiting its group adjacencies to expand in cement sector while also making bold inorganic moves. UltraTech shares fell by 4.8% on the BSE in early trade after the firm announced its entry into the wires and cables segment. “UltraTech’s net debt stood at Rs 16,200 crore post the India Cements acquisition. With Rs 1,800 crore earmarked for W&C, this will account for 13% of cumulative free cash flows over the next two years,” Citi pointed out. “While the business could generate over Rs 1,200 crore in revenue (14% of estimated FY27 topline), the strategic fit remains debatable.”

CLSA estimates that this venture could generate 4x-5x revenue growth with margins in the range of 11%-13%. The expansion aligns with UltraTech’s broader construction ecosystem strategy, leveraging its existing network and distribution might. To begin with, UltraTech might focus on wires instead of cables given less time to market the retail nature of the business as against the cables business which requires several approvals and tender wins.

Crossed wires in the sector?

India's energy and construction boom means huge potential for the wires and cables sector. Given high growth (13% CAGR over FY19-2024) and the migration towards organised players, Ultratech believes the segment provides an attractive entry opportunity for a new player.

High fragmentation with a large number of small players in the unorganised sector make it attractive for a deep-pockets player such as Birla, even more than the paints sector, where Birla entered last year, which has players with deep moats such as Asian Paints. Polycab (20%), KEI (12%), Havells (8%), and KEC (6%) are the major players in the cables segment while Finolex (15%), RR Kabel (12%), Polycab (10%), V-Guard (8%), Anchor (7%), and Havells (6%) are the leaders in wires. “This is an where no single player commands more than 15% share in wires and 20% in cables. The industry comprises nearly 400 players, ranging from SMEs to large enterprises, with revenue between INR 500mn and INR 4bn. The industry is, therefore, ideal for a new entrant with deep pockets,” JM Financial’s Gaurav Jogani said.

An already high planned capacity in the sector could be a challenge if demand slackens and supply remains steady thus putting pressure on margins. If demand doesn’t keep up with the rising supply, profitability could take a hit. A potential de-rating of the sector cannot be ruled out, especially if UltraTech adopts aggressive pricing strategies, similar to Grasim’s approach in paints, Motilal Oswal cautioned.

India's cable and wire industry has significant growth potential in exports, amid a balanced demand-supply scenario in the domestic market. Some companies may choose to allocate their additional capacities to meet export demand, according to a report by Nuvama Research.

The report also noted that one of the key trends observed in the industry is the shift from unorganised to organised market players. The organised segment's market share has likely increased from 68 per cent in FY19 to around 73 per cent in FY24. This shift is expected to continue, driven by the competitive environment among major players. "We estimate C&W [cables & wires] industry is heading for a balanced demand-supply scenario over next three-four years based on publicly announced capex by leading players and 13 per cent CAGR in industry revenue (similar to FY19-24)," Nuvama said.

A key factor in this transition is the expected capacity utilization (CU) in the third year, which is estimated to be around 60-70 per cent, Nuvama highlighted. This will be driven by companies expanding their distribution networks for wires and obtaining necessary approvals for various cable stock-keeping units. Despite this growth, the estimated capacity additions will account for less than 5 per cent of the total C&W market by that time. As a result, the impact on the industry's overall volume and profit margins in the medium term is expected to be modest. Overall, the C&W industry is poised for steady growth with increasing competition among organised players, rising export opportunities, and a transition towards a more structured market environment.



STOCK MARKET TERMINOLOGY & COMMONLY USED TERMS :-MarketSmith India

 Are you interested in knowing more about the stock market? Stock market and investments become easier when you have a basic understanding of the common stock market terms that you encounter when you are beginning your investment journey. If you are new to the stock market, these terms will help you form a basic understanding of some of these stock market terminologies. 

 
1.Stock market: An umbrella term referring to the collection of markets and exchanges where investors buy and sell equities to one another or companies issue their shares for the public to own and invest. The S&P 500 and NASDAQ are among the most important in the world. The Bombay Stock Exchange and National Stock Exchange are the largest in India. 
 
2.Bear market: When the stock market experiences a consistent fall in the value of equities, we call it a bear market. It occurs when a drop of 20% or more in the price of stocks along with a negative market sentiment and weakening economic activity. Investors sell the stocks they own in fear of suffering losses and in hopes of buying them cheap in the future.
 
3.Bull market: When there is a continued increase in the prices of stocks in the market over an extended period, we call it a bull market. A bull market is characterized by a thriving economy and investors with a positive outlook on the market condition. Buying stocks early and selling them at their peak will help investors reap maximum returns.
 
4.Bonds: Bonds are investment securities, where the investor lends his or her money to the company for regular returns at a fixed rate. When the predetermined period is over, the bond issuer is bound to return the investor’s principal amount. Thus, bonds help companies gather the capital needed for their projects.
 
5.Convertible securities: These are the securities issued to an investor by companies or other issuers in the form of bonds or preferred stocks and can be converted into another form in the future.
 
6.Agent: An agent is a person or a firm who trades, that is, buys or sells securities on behalf of the investor. They’ll have a team of experts who would guide you in improving your portfolio.
 
7.Portfolio: A collection of financial assets, shares, bonds, and others, owned by an individual or a company is called a portfolio. The stocks in one’s portfolio are carefully chosen according to investment objectives, time period, and risk tolerance. The portfolio should be diverse to reduce risky investments. 
 
8.Dividend: The returns for one’s investment, cash or otherwise,  in a company are referred to as dividends. The sum paid to the shareholders depends on the earnings of the company. The Board of Directors decides the mode of payment and the amount.  
 
9.Call option: They are financial contracts that give their buyer the right to buy a stock, bond, or any other assets at a predetermined price and within its expiration date. The set price of the underlying asset is called the strike price. 
 
10.Initial Public Offering: The process of a private company issuing shares to the public and becoming a publicly-traded company is referred to as Initial Public Offering. This helps the company raise capital for its future projects.
 
11.Annual Report: Every company prepares a special annual report to impress its shareholders every year. This report contains tons of information regarding the company from its management strategy to its cash flow. Once you read it you will get a good idea about the company. You will be able to judge the company’s financial performance and its ability to pay the debts. 
 
12.Arbitrage: Arbitrage refers to buying and selling the same security at different prices in different markets. For example, if a stock is trading at two different prices, then the trader should buy the share from the market with less price and then sell it in the market with more price. 
 
13.Beta: Beta can be understood as a measurement of the relationship between the piece of a stock and the movement of the whole market.
 
14.Blue Chip Stocks: these are stocks behind large companies. They offer a stable record of significant dividend payments and they also have a good reputation for good fiscal management. This expression was derived from blue gambling chips, this is the highest denomination of chips used in chips. 
 
15.Bourse:  This term is a bit dark but technically it simply means Stock market. This word originated from a house in which wealthy men used to gather for trading shares. But, nowadays we hear it is frequently used in stock market conversations. It refers to the Paris stock exchange or a non-U.S stock exchange. 
 
16.Broker: A broker is a very important person in the stock market. A broker is a person who buys or sells an investment for you in exchange for a commission or fees. They usually keep a track of what's happening in the market. 
 
17.Close: Close refers to the time at which a stock exchange closes for trading. 
 
18.Bid: The price a trader or a corporation offers for a given number of shares of stock. It is usually carried out in stock markets and auctions. It gives an idea of how many and much is the buyer willing to purchase.
 
19.Ask: Ask is the amount of money at which the seller is willing to sell his or her share of the stock. It also specifies the amount of security that is being offered to the buyer or bidder. The ask price tends to be higher than the bid price.
 
20.Spread: The difference between the asking price and the bidding price of a security that is available on the stock market for purchase is called a spread.
 
21.Limit Order: A kind of stock market order in which a stock or security can be bought or sold only at a predetermined price or at a price higher than that. They can be further divided into buy and sell limit orders. For buy orders, it will be executed if it is carried out at the limit price or lesser, and in the case of sell limit order, the selling price needs to be at the set limit or higher.
 
22.Market Order: A stock market order that provides the fastest possible buying and selling instructions, at the current available market price. The orders can be expensive if there isn't enough volume to be traded. 
 
23.Day order: It is a type of Stock market order to either buy or sell shares in which if the order is not filled during the market hours, it then gets automatically canceled at the market close. 
 
24.Volatility: It is the measure of how much the stock moves up and down, statistically. Those stocks which move up and down frequently are called volatile stocks. They can give you high profit but it involves high-risk factors. 
 
25.Liquidity: The ability of a stock to be bought and sold easily is called liquidity. If more shares are being bought it means more liquidity. It's easier for you to enter and exit a position if there are a lot of buyers and sellers for shares of stock. 
 
26.Trading Volume: Trading volume refers to the number of shares that are traded at a point in time. If the trading volume is high then it means that the stock is actively trading. This helps you to enter and exit the positions easier. 
 
27.Day trading: This refers to buying and selling of shares within the same day before the market closes. Those traders who participate in day trading are called active traders or day traders.
 
28.Execution: If you buy or sell a share and the trade has been completed, we say that the trader has executed the transaction. 
 
29.Market Capitalization: Market capitalization or market cap is the total value of the company’s stock. For example, if a company has 100 outstanding shares and the stock price is $10 per share, then the market capitalization will be $1000.
 
30.Outstanding shares: Outstanding shares are also known as the total number of shares. This includes both public float and restricted shares held by the management or key investors.
 
31.Mutual Funds: The collective term for the amount of money taken from the investors in different forms like stocks, bonds, and other securities. This pool of money is handled by money managers who handle these assets to get maximum gains for the investors.
 
32.High: A stock or an index is said to be at a high when it reaches a price point higher than previously achieved. There are time-constrained highs like 52-week highs or 30-day highs and record highs which are the highest achieved by a stock or an index during their trading duration.
 
33.Low: Low occurs when a stock or an index hits a lower price level compared to the previous one.
 
34.Rally: When a stock or an index sees a rapid increase in the price of stocks or markets over a period of time consistently, it is called a rally. Short-term rallies may result from news announcements regarding a company’s stocks, a change in its management, etc. Long-term rallies occur when business regulation, fiscal policies, and so on.
 
35.Crash: Crash refers to the rapid decline in the market value. This mostly occurs when the market is undergoing inflation.
 
36.Public float: An umbrella term to refer to the freely-traded stocks for the general public to purchase and sell.
 
37.Pink-sheet stocks: Also called penny stocks, these stocks are traded at $5 or lower, that are traded over-the-counter. They may have the potential to become multibagger stocks in the future.
 
38.Stock symbol: A publicly-traded company in a stock exchange is represented using one to four alphabetic or numerical root symbols which are referred to as a stock symbol. 
 
39.Stock Quote: The stock price quoted in a stock exchange is called a stock quote. A stock quote contains information about its ask price, last traded price, the volume traded, and bid price.
 
40.Dividend yield: The ratio of the dividend paid out by the company to its investors to the current stock price is called the dividend ratio. It is expressed in percentage.
Disclaimer: Information contained herein is not and should not be construed as an offer, solicitation, or recommendation to buy or sell securities. It is for educational purposes only.For more information, see our Legal disclosures here.



NCLAT sets aside insolvency proceedings against Coffee Day Enterprises The NCLAT was hearing an appeal filed by a director of CDEL's suspended board;-Business Standard

 


The Chennai bench of the National Company Law Appellate Tribunal (NCLAT) on Thursday set aside insolvency proceedings against Coffee Day Enterprises Ltd (CDEL), the parent company of Café Coffee Day.
 
A copy of the order is awaited.
 
A bench comprising Justice Sharad Kumar Sharma and technical member Jatindranath Swain set aside an order of the National Company Law Tribunal (NCLT) that had admitted the firm into insolvency proceedings.
 
The NCLAT was hearing an appeal filed by a director of CDEL’s suspended board.
 
The insolvency proceedings against CDEL began when the Bengaluru bench of the NCLT admitted a plea filed by IDBI Trusteeship Services Ltd (IDBITSL) on August 8, 2024. The plea cited a default of Rs 228.45 crore, leading to the appointment of an interim resolution professional to manage the operations of the financially troubled company.
 
Following this, CDEL’s suspended board challenged the NCLT’s order before the NCLAT, which granted a stay on the insolvency process on August 14, 2024.
 
However, IDBITSL took the matter to the Supreme Court, which ruled on January 31, 2025, that the NCLAT must dispose of the pending appeal before February 21, 2025.
 
The Supreme Court had also made it clear that "in the event the appeal is not disposed of by then, the impugned order passed by the Appellate Tribunal shall stand vacated automatically."
 
CDEL is the flagship company of the Coffee Day Group, which operates the Café Coffee Day chain. Apart from running the popular café brand, CDEL also owns and operates a resort, provides consultancy services, and is involved in the sale and purchase of coffee beans.
 
The financial troubles for CDEL escalated after the demise of its founder and chairman, V G Siddhartha, in July 2019. Since then, the company has been working on reducing its debts through asset resolutions and has significantly downsized its operations to manage the financial crisis.


Big red flag? Promoter holding in Nifty stocks crashes to 22-year low as insiders cash out :-ET

 

Institutional investors have increased their stakes, potentially impacting corporate governance and market stability. Understanding the reasons behind promoter selling is crucial

A quiet exodus is underway. Promoters of Nifty50 firms are offloading their stakes at an unprecedented pace, with ownership sinking to a 22-year low of 41.1% in the December quarter, according to NSE data. The decline—96 basis points (bps) sequentially and 167 bps over three quarters—raises red flags for investors. The timing is telling: promoters sold as stock valuations soared to record highs, cashing out before the market corrected.

The trend is not a one-off event. Promoter holdings have been on a downward trajectory since 2009, barring a short-lived rise between 2019 and 2021. The latest selling wave follows years of robust market performance, where stock prices rallied on the back of strong earnings, liquidity, and investor optimism. But when insiders exit at peak valuations, it signals caution.

Promoters of some of India’s biggest companies have been aggressively paring their stakes, with Cipla and Tata Motors witnessing the steepest declines, according to ACE Equity data. Cipla’s promoter holding fell by 428 basis points over the last three quarters, while Tata Motors saw a 379 bps drop. The trend was also prominent in Bharti Airtel, Mahindra & Mahindra, and TCS, signaling a broader shift among company insiders.

Promoter Selling in Nifty50: Who’s Cashing Out?

Table with 3 columns and 22 rows. Currently displaying rows 1 to 20. Sorted ascending by column "Promoter holding in Q3"
Infosys14.43%
35
IndusInd Bank16.29%
16
M&M18.48%
84
Shriram Finance25.40%
3
Kotak Mahindra Bank25.89%
2
Dr. Reddy's26.64%
1
Cipla29.19%
428
Tata Steel33.19%
51
Tata Consumer33.84%
58
Hero MotoCorp34.74%
2
Tech Mahindra35.01%
10
Tata Motors42.58%
379
Eicher Motors49.09%
6
RIL50.13%
17
HDFC Life50.32%
5
Bharti Airtel53.11%
146
Bajaj Finance54.70%
8
SBI Life55.38%
5
SBI57.43%
8
Bajaj Finserv60.64%
5


What Promoter Selling Means for Investors


Promoters, with the deepest insights into their businesses, wouldn’t sell unless they saw limited upside ahead.

“Declining promoter holding is certainly a red flag. Insider selling is always significant from the market perspective. In FY 25 Nifty 50 earnings growth is set to decline to a measly 7%. This doesn’t justify the high valuations that existed during the last few quarters. The promoters who know the declining profit trends cashed out at high valuations, which in hindsight was the right decision,” Dr. V K Vijayakumar, Chief Investment Strategist at Geojit Financial Services told ET Markets.

However, one must keep in mind that in some cases, promoter selling may be strategic—driven by regulatory requirements or debt reduction. Before retail investors take promoter selling as a warning to re-evaluate holdings, one must dig deeper to understand the reasons for the stake sale.

“Promoters may sell shares for various reasons, including compliance with minimum public shareholding norms, debt reduction, or personal financial needs. Often these factors can be legitimate and not necessarily indicative of business problems. If the market perceives that promoters are selling due to overvaluation or negative outlook, it may lead to a sharp price decline in those stocks. Understanding the reasons behind these sales and analysing the company’s fundamentals is crucial before drawing a conclusion about their implications,” explained Neeraj Gaurh, Fund Manager at Axis Securities PMS.

The combination of declining promoter ownership and high valuations can signal potential risks for investors, as it may reflect underlying issues within companies or the broader market sentiment, the fund manager said.

Who Owns Nifty50 Companies?


As promoters reduce their stakes, institutional investors are stepping in. Institutional ownership in Nifty50 companies reached an all-time high of 47.5% in the December quarter, driven largely by domestic mutual funds who increased their holdings for the sixth consecutive quarter, now owning 12.2% of the Nifty50 universe. Meanwhile, individual investors' share has remained steady, hovering between 8-8.5% for over six years.

While rising institutional ownership is often seen as a sign of market maturity, it also reflects a shift in control. Institutional investors, particularly passive funds, tend to have less direct influence over company operations than promoters. This could have long-term implications for corporate governance, strategic decision-making, and market stability.

“This shift can provide stability if these institutional investors have a long-term investment strategy. Institutional investors can also enhance corporate governance due to their ability to influence management decisions. Last but not least, one must evaluate the company’s financial health and management track record,” Gaurh said.

Market Dynamics at Play


Promoter holdings in Nifty50 companies have been declining since 2009, with a brief resurgence between 2019 and 2021 before resuming their downtrend. Their recent exit coincides with peak market valuations, reinforcing the idea that they saw limited future gains.

This transition is also happening in a period of heightened market uncertainty. With global economic challenges, central bank policy shifts, and sectoral disruptions, investors need to remain vigilant. While institutional investors can provide market depth and liquidity, their short-term decision-making can also amplify volatility.

“The rising institutional ownership offers both stability and risks. While long-term institutional investors enhance corporate governance, their growing influence could create short-term volatility,” Vijayakumar noted. “From a long-term perspective, rising institutional ownership is a positive as it brings more stability and enhances corporate governance. However, in the short term, it can create aberrations, especially if valuations are not justified by earnings growth.”

Another aspect investors must consider is sector-specific trends. Promoter selling has been more pronounced in certain industries, such as technology and consumer discretionary, which saw major valuation expansion over the past two years. If these sectors fail to sustain their lofty earnings expectations, stock prices could face sharp corrections.