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Service · Promoter Funding

Promoter funding, against shares you already own.

Loans against pledged listed and unlisted shares — for stake consolidation, creeping acquisition, IPO bridge financing, or personal liquidity. ₹100 Cr+ structured through AIFs and select NBFCs.

Ticket: ₹100 – 1,000 CrLTV: 40 – 60% of valueTenor: 1 – 5 years
SHARE CERTIFICATE ACME LIMITED 10,00,000 Equity shares · listed MARKET VALUE ₹100 Cr PLEDGED AS COLLATERAL LOAN AMOUNT ₹50 Cr 50% of market value FOR STAKE CONSOLIDATION · PRE-IPO · PERSONAL LIQUIDITY

What is promoter funding (loan against shares)?

Promoter funding is a loan extended to the promoter (or promoter holding company) of a listed or unlisted company, secured by the pledge of shares in that company. Indian promoter funding typically lends 40–60% of the market value of listed shares (lower for unlisted) and runs 1–5 years. Common end-uses: stake consolidation, creeping acquisition, IPO bridge, business diversification, or personal liquidity. Regulated under SEBI ICDR, RBI norms on capital-market exposure, and prudential LTV caps.

Section 01 — Overview

Capital from shares without selling them.

For a promoter who owns significant shares but wants liquidity without diluting holding, promoter funding is the classic answer. The shares stay in the promoter's name; only the right to sell (in default) is pledged.

In India, promoter funding is regulated and concentrated — restricted under SEBI capital-market norms, with strict LTV caps and margin call mechanics. BIG LOANS arranges these through specialist NBFCs and AIF credit funds.

  • Listed shares: 40–60% LTV depending on liquidity and concentration
  • Unlisted shares: 25–40% LTV, based on last-round valuation
  • Margin call mechanism: top-up cash/shares if value falls below threshold
  • Tenor 1–5 years, typically bullet repayment
  • Pledge under SEBI DP — promoter retains voting rights until default
Listed LTV
40 – 60%
Unlisted LTV
25 – 40%
Tenor
1 – 5 years
Pricing
11 – 16% p.a.
Margin trigger
125 – 150% cover
Repayment
Bullet / interest-only
Section 02 — Use cases

When promoter funding fits.

Six common situations where promoters approach BIG LOANS for loan-against-shares structures.

01

Stake consolidation

Buying out a co-promoter, partner, or PE investor. Promoter loan funds the purchase, shares of the same company collateralise.

02

Creeping acquisition

Promoter wants to increase holding through open-market or block-deal purchases — funded by loan against existing shares.

03

IPO bridge financing

Pre-IPO promoter looking for personal liquidity 6-12 months before listing, repaid from post-IPO sale or pledge release.

04

Business diversification

Promoter wants to fund a new venture or invest in another sector without dipping into the operating company.

05

Tax / estate planning

Liquidity for promoter to pay estate duties, settle family arrangements, or fund philanthropic obligations.

06

Margin call rescue

Existing pledge loan facing margin call; refinanced into a fresh facility with better terms or longer tenor.

Section 03 — At a glance

Listed vs unlisted shares.

FeatureListed sharesUnlisted shares
LTV40 – 60%25 – 40%
Valuation basisDaily market priceLast-round / fair-value
Margin call frequencyDaily mark-to-marketQuarterly or event-based
Lender appetiteWide — banks, NBFCs, AIFsNarrow — AIFs only
Pricing11 – 14%14 – 18%
PLEDGED SHARES PROMOTER LOAN LIQUIDITY / STAKE

The promoter pledges shares; the lender lends a percentage of market value; cash is used for personal or strategic purposes.

Section 04 — Our process

How promoter funding closes.

Typical 4 – 8 weeks. Faster than corporate term loans because the security (shares) is liquid and quickly valued.

01

Shareholding diagnostic

Review of promoter's holdings, encumbrances, lock-ins (SEBI), free vs pledged. Compute eligible LTV.

Week 1
02

Lender shortlist

Specialist NBFCs and AIF credit funds (banks have limited appetite). 3-5 lenders pitched.

Week 2
03

Pledge documentation

Pledge agreement, margin agreement, escrow setup. Coordination with Depository Participant.

Week 3 – 5
04

Sanction + DP pledge

Sanction letter, pledge of shares created at NSDL/CDSL, confirmation to lender, CP satisfaction.

Week 5 – 7
05

Drawdown

Loan disbursed; ongoing daily margin monitoring; quarterly mark-to-market reporting.

Week 7 – 8
Section 05 — Documents

Promoter funding documentation.

Documentation is lighter than corporate term loans because the security is liquid and well-defined.

01

Shareholding documents

Demat statement, share certificates if physical, encumbrance certificate, SEBI lock-in declarations.

02

Promoter KYC

PAN, Aadhaar, passport, address proof, bank statements (12 months), ITRs (3 years), wealth statement.

03

Operating company info

3 years audited financials, listing details, recent results, analyst reports, group structure.

04

Pledge + margin docs

Pledge agreement, margin agreement defining triggers, escrow agreement for dividends.

Section 06 — Lender universe

Who funds promoter loans in India.

Banks have limited promoter-funding appetite due to RBI/SEBI capital-market exposure norms. NBFCs and AIF credit funds dominate.

01AIF Credit Funds (Cat-II — primary lenders)
02Diversified NBFCs (Bajaj, Edelweiss, Aditya Birla)
03Specialist Loan-Against-Shares NBFCs
04Family Offices (smaller / unlisted deals)
05Foreign Banks (selective — for top promoter families)
06Wealth Management / Private Banking arms
Section 07 — FAQ

Promoter funding — FAQs.

RBI regulates banks' "capital market exposure" with sub-limits per borrower (currently 40% aggregate of net worth). SEBI also restricts use of bank funds for IPO subscription. Most banks have small dedicated desks; NBFCs and AIFs dominate.
Margin call mechanism: if cover falls below threshold (typically 125–150% of loan), promoter must top up with more shares or cash within 5–10 working days. If not, lender can sell pledged shares.
No. Only fully paid-up, unencumbered shares can be pledged. Partly-paid, call-in-arrears, locked-in (SEBI lock-in), or already-pledged shares are not eligible.
No — pledge under NSDL/CDSL keeps voting rights with the promoter until default. Lender can invoke the pledge and take ownership only after a defined event of default.
Dividends typically flow to a designated escrow account. Per agreement, they may be released to the promoter (if cover is healthy) or applied against the loan (if cover is tight).
Yes, but lender universe is narrower (mostly AIFs and specialist NBFCs). LTV is lower (25–40%) because there's no daily market price — valuation is based on last-round or fair-value.
Need promoter-level liquidity?

Let's structure your promoter funding.

Share shareholding details and end-use. We respond with eligible LTV, indicative pricing and lender shortlist within one working day.

BIG LOANS BIG LOANS

Bigger Support, Brighter Future. India's specialist debt advisor for ₹100 Cr+ corporate funding mandates. Pan-India. Confidential. Senior banker-led.

Contact

BIG LOANS is the trade name of [Legal Entity Pvt. Ltd.], CIN: [xxx], registered at [address]. BIG LOANS is a debt advisory and loan facilitation firm. It is not a bank, NBFC or any other lending institution registered with the Reserve Bank of India, does not accept public deposits, does not lend money on its own books, and does not issue any loan, credit facility or financial product directly. All loans, limits and credit facilities are sanctioned, disbursed and serviced solely by the relevant banks, NBFCs, AIFs and other regulated lenders, in accordance with their internal policies and applicable RBI / SEBI / IRDAI guidelines. BIG LOANS is empanelled as a Direct Selling Agent / Channel Partner with various banks and NBFCs and may earn sourcing fees from such lenders for successful disbursements. Any borrower fees are governed exclusively by a written engagement letter. Information on this website is general in nature and not financial, legal or tax advice. Please consult your CA / advocate before acting.

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