Breaking news:
SC Refuses Urgent Relief to Tarun Tejpal, Directs Him to Surrender Within 2 Weeks | SC Issues Notice to 20 Rebel TMC MPs Over Disqualification Plea | Doval-Wang Yi Hold Crucial Border Talks Amid Fresh Arunachal Tensions
Logo

Promoter Borrowing Against Shares Crosses ₹7 lakh crores: Expansion-Fuelled Credit Boom Carries a Concentrated Risk

Promoters of NSE-listed companies have raised roughly 3.5 times more against their shareholdings than they did seven years ago. The system-wide ratio still looks modest, but the real risk lies in a narrow group of heavily encumbered promoters, opaque use of proceeds and collateral structures extending well beyond disclosed share pledges 

27-08-2026

Borrowing by promoters of NSE-listed companies against their own shareholdings has crossed ₹7 trillion, - ₹7 lakh crore, as of the quarter ended June 2026, marking a dramatic expansion in promoter leverage during one of the strongest periods for Indian equities.

The figure, reported by Sachin P. Mampatta in Business Standard on August 26 on the basis of data compiled by Prime Database, includes both shares formally pledged to lenders and shares covered by non-disposal undertakings, or NDUs. Under an NDU, no conventional pledge is created, but the promoter contractually agrees not to sell or transfer the shares.

The accompanying data indicates that promoter borrowing against shares has climbed from around ₹2 trillion in June 2019 to between ₹7 trillion and ₹7.5 trillion in June 2026—an increase of roughly 3.5 times. In the latest year alone, the amount reportedly jumped 24%, suggesting that it stood near ₹6 trillion a year earlier.

At first glance, the overall encumbrance ratio does not appear alarming. The share of the total promoter stake under encumbrance increased from 2.52% in June 2019 to 3.17% in June 2026, a rise of 65 basis points. Yet the aggregate conceals a much sharper build-up of risk within a relatively small group of companies.

A bigger market, but almost the same number of borrowers

The number of NSE-listed companies whose promoters borrowed against shares rose only marginally—from 481 in June 2019 to 491 in June 2026. During the same period, the overall NSE-listed universe expanded from fewer than 1,700 companies to approximately 3,000, an increase of around 76%.

Consequently, the proportion of listed companies involving promoter borrowing against shares appears to have fallen from roughly 28% to about 16%. The rise in the aggregate amount, therefore, is not evidence of a market-wide deterioration in promoter finances. It points instead to a narrower set of promoters borrowing much larger sums.

Average borrowing per affected company increased from about ₹416 crore in 2019 to approximately ₹1,425 crore in 2026, around 3.4 times. In effect, almost the entire ₹5 trillion increase came from a relatively stable group of promoter borrowers levering up substantially.

The Prime Database chart begins in March 2019, when the amount was approximately ₹2.1 trillion and encumbrance was around 2.9% of the total promoter stake. The article’s longer-period percentage comparison, however, uses June 2019 and a 2.52% ratio as its base. That small definitional difference should be kept in mind when comparing the bar and line series.

Pledge and NDU are not the same in a crisis

Combining formal pledges and NDUs makes analytical sense because both represent credit extended on the strength of a listed shareholding. Their legal and market consequences, however, differ significantly.

A pledge creates a perfected security interest. If the borrower defaults or fails to maintain the stipulated collateral cover, the lender may invoke the pledge and sell the shares without requiring the promoter’s cooperation. An NDU is a negative contractual covenant. Its breach gives the lender a legal claim, but not an automatic right to take possession of and sell the shares.

NDU-backed lending can therefore expose the lender to higher recovery risk, while not creating the same immediate threat of lender-driven selling. Yet this does not eliminate market risk. A promoter under financial pressure may still have to sell shares directly to meet the obligation, producing similar downward pressure but potentially with less advance warning for minority shareholders.

NDUs are also less visible than formal pledges. Screeners that track pledge percentages alone can consequently understate the promoter leverage associated with a listed company or business group.

The aggregate ratio is reassuring; its distribution is not

A system-wide encumbrance ratio of 3.17% appears modest partly because the denominator includes enormous promoter blocks carrying no borrowing at all—such as government holdings in public-sector enterprises, multinational parent holdings and the stakes of cash-rich family groups.

Borrowing is concentrated in only 491 companies. Within this subset, the encumbrance ratio is necessarily many times the market-wide headline. Within that group lies an even more vulnerable cohort in which 80% to 100% of the promoter holding has already been pledged. Such promoters have little or no additional equity collateral available if the share price falls and the lender demands more cover.

Secondary analysis of June-quarter shareholding data suggests that 34 companies had more than 90% of promoter holdings pledged, compared with 30 at the end of March 2026. This cohort matters far more for market stability than the reassuring 3.17% aggregate.

Borrowing has grown faster than the collateral

The disclosed amounts and encumbrance ratios also reveal a quieter warning. Working backwards from the data, the implied market value of aggregate promoter holdings increased from roughly ₹79 trillion in June 2019 to approximately ₹221 trillion in June 2026, about 2.8 times.

Borrowing against those holdings grew by about 3.5 times. Promoter leverage has therefore expanded faster than the value of the collateral supporting it, even during a powerful bull market in which rising share prices should ordinarily improve collateral cover and reduce encumbrance ratios mechanically.

The rise in the encumbrance ratio from 2.52% to 3.17% through that market environment deserves attention. If it continues to rise when equity prices flatten or decline, the risk profile could change much more quickly.

Why promoters are borrowing

Market participants quoted in the report broadly view the current cycle as expansion-led, rather than distress-led. That is an important distinction from 2018–19, when promoter pledging frequently reflected financial stress and lender invocations triggered self-reinforcing collapses in share prices.

Deepak Jasani, an independent market expert and former head of research at a bank-based brokerage, attributes a significant part of the increase to capacity creation, particularly in metals and commodity-linked sectors. In this reading, higher pledging is a consequence of corporate expansion.

Another major driver is the use of mature listed businesses to fund new group ventures. As Jasani and U.R. Bhat of Alphaniti Fintech point out, business groups may borrow against established, cash-generating listed assets to provide seed capital to companies entering new sectors or developing greenfield projects.

Promoters may also borrow to acquire additional shares in their own listed companies, gradually increasing their holdings. Others use their shares as collateral for capital expenditure or acquisitions because issuing fresh equity would dilute their ownership and control.

Personal liquidity remains another factor, particularly among first-generation entrepreneurs, according to Bhat.

Pranav Haldea, managing director of Prime Database, identifies the essential analytical test: the use of proceeds. Borrowing against shares to finance productive expansion is fundamentally different from pledging shares to plug a financial hole. The problem for investors is that the disclosure framework does not ordinarily require promoters to explain why they have borrowed. The aggregate data, by itself, therefore cannot distinguish productive leverage from distress financing.

How the forced-selling loop begins

The central danger is a reflexive margin-call cycle that can start even when nothing has gone wrong inside the company.

A market decline caused by a geopolitical event, global risk aversion or another external shock reduces the value of the pledged shares. The lender then demands additional shares or partial repayment to restore the agreed collateral cover. Where 80% or 90% of the promoter holding is already pledged, the promoter may have no further shares available.

The lender can then invoke the pledge and sell the collateral. Those sales depress the market price further, eroding the cover available to other lenders and prompting additional margin calls and sales. If shares of several group companies have been pledged, or if facilities have been cross-collateralised, the stress can jump from one listed entity to another even though each appears independent on a company-level screener.

An NDU does not provide the lender with the same invocation mechanism. But an NDU-heavy promoter facing a liquidity crisis may have to sell shares personally to repay the loan, transmitting broadly the same price pressure through a less transparent route.

Lenders have tightened collateral packages, and insolvency law explains why

Sourasubha Ghosh, partner at CMS IndusLaw, points to judicial decisions including PTC India and Anuj Jain, which clarified the position of lenders holding pledged shares when the underlying borrower enters insolvency.

The legal position, as explained in the report, is that a lender against pledged shares is secured only to the extent of those shares and does not thereby become a financial creditor of the borrower. Since the lender holds collateral that can be sold, its claim is effectively limited to the residual shortfall after realisation, subject to the applicable insolvency framework. In liquidation, this can leave the lender in a weaker position than the apparent security package initially suggests.

The commercial response has been to move away from loans supported solely by share pledges. Lenders increasingly combine pledged shares with corporate guarantees, mortgages, personal guarantees and other forms of collateral. As Ghosh observes, it is now uncommon to see a facility advanced purely on the strength of a share pledge.

This has a crucial implication for investors. The disclosed pledge percentage may represent only the visible component of a much larger and largely undisclosed security structure. A promoter with 20% of the holding pledged may also have furnished a personal guarantee or encumbered other group assets for the same facility. Shareholding disclosures can consequently understate the promoter’s total obligations.

No verified public ranking of the top 20 borrowers

A company-by-company ranking of the twenty largest promoter borrowings by rupee value for the June 2026 quarter is not publicly available. The Business Standard report does not name individual companies, while the underlying company-level ranking is contained in Prime Database’s paid pledge product.

The sectors identified as having high promoter borrowing among leading companies include mining, metals, paints and power. This points investors towards large integrated mining and metal groups, diversified power and renewable-energy platforms and at least one major paints company. It is a sectoral pointer, however, and should not be presented as a company list.

Any purported top-20 ranking built without the underlying promoter-level data risks being fabricated or misleading. Crucially, companies should be ranked by the rupee value of encumbered shares, not simply by the percentage of promoter holdings pledged. Percentage rankings tend to elevate small companies with high pledge ratios but small absolute borrowings. A value-based ranking is far more likely to identify the large groups responsible for a substantial part of the ₹7 trillion total.

Companies where pledging increased in the June quarter

Trade Brains, using June 2026 shareholding disclosures, identified the following companies as having material increases in promoter pledging during the quarter. This is a ranking by the percentage of promoter holding newly pledged during the quarter—not by the rupee value of borrowing—and must not be mistaken for the missing top-20 value ranking.

|Company                |Sector                    |Pledged during Q1 (%)|Total pledge (% of promoter holding)|Market capitalisation (₹ crore)|
|-----------------------|--------------------------|--------------------:|-----------------------------------:|------------------------------:|
|Afcons Infrastructure  |EPC / Infrastructure      |39.87                |100.00                              |10,224                         |
|Nazara Technologies    |Gaming / Sports technology|33.67                |89.61                               |13,136                         |
|Neogen Chemicals       |Specialty chemicals       |13.24                |23.00                               |6,088                          |
|Strides Pharma Science |Pharmaceuticals           |10.83                |38.10                               |9,043                          |
|Windsor Machines       |Capital goods             |9.43                 |48.78                               |3,202                          |
|Jyoti CNC Automation   |Machine tools             |5.49                 |20.92                               |22,492                         |
|Anupam Rasayan India   |Specialty chemicals       |4.68                 |21.79                               |14,193                         |
|Indo Tech Transformers |Electrical equipment      |3.02                 |80.26                               |4,114                          |
|Gujarat Fluorochemicals|Fluorochemicals           |2.89                 |5.97                                |50,645                         |
|Vikram Solar           |Solar / Renewables        |2.47                 |9.24                                |6,279                          |

Source: Trade Brains analysis published August 23, 2026. Market capitalisation and price data were reported as of that date.

The extreme-pledge cohort requires verification

Secondary market-data aggregators report several notable movements in the group of companies with more than 90% of promoter holdings pledged. These reportedly include Mphasis moving to 100% from nil during the preceding quarter, and Goa Carbon and Cohance Lifesciences crossing the 90% threshold. Gayatri Projects, by contrast, is reported to have reduced its pledge ratio from more than 72% to approximately 4.89%.

These numbers must be checked against each company’s exchange filing under Regulation 31 before being relied upon. A shift from nil to 100% at a company of Mphasis’s profile, in particular, may reflect a promoter-entity reorganisation, acquisition financing or another structural transaction rather than conventional promoter distress. A percentage alone does not establish the economic purpose or risk.

How the real top-20 ranking can be built

The most direct source is Prime Database’s paid pledge database—the source of the aggregate figure reported by Business Standard. It tracks the creation, release and invocation of encumbrances, provides promoter-group views and includes lender league tables based on the value of pledge creation and outstanding exposure. It is the only available route likely to reproduce the article’s ₹7 trillion figure precisely and resolve the data by lender and promoter group.

The free but labour-intensive route is to aggregate disclosures filed under Regulation 31 of the SEBI Substantial Acquisition of Shares and Takeovers Regulations with the NSE and BSE. Each creation, release and invocation is disclosed at the promoter-entity level. Consolidating these filings at promoter-group level can capture encumbrances beyond basic pledges, but requires careful de-duplication and transaction-level reconciliation.

BSE also publishes company-level aggregate pledge holdings and values within five working days after the end of each month. Platforms such as Trendlyne, Screener.in and Samco’s pledge monitor offer easier company screens, but generally rank businesses by the percentage of promoter holdings pledged rather than by rupee value.

For systemic risk analysis, the correct unit is the promoter group across all its listed entities, and the correct ranking measure is the market value of the encumbered stock. Given the concentration visible in the aggregate data, a properly constructed value-ranked top 20 would probably account for a meaningful share of the ₹7 trillion total.

Five indicators investors and regulators should watch

First is disclosure of the use of proceeds. The central distinction is whether the borrowing funds productive expansion or plugs a financial deficit, yet promoters are not required to reveal this in a standardised manner. This is the most consequential gap in the present disclosure regime and a plausible subject for future SEBI attention.

Second is the visibility of NDUs. If a substantial part of the ₹7 trillion sits under non-disposal arrangements instead of conventional pledges, commonly used pledge screens are systematically understating promoter leverage. Standardised NDU disclosures could materially alter how investors assess promoter risk.

Third is the 80%-plus and particularly the 90%-plus pledge cohort. These promoters possess little collateral headroom and are the first candidates for forced selling during a broad market correction.

Fourth is group-level aggregation. Company-level data can obscure guarantees and cross-collateralisation spanning multiple listed and unlisted entities. The economically relevant exposure is the total obligation of the promoter group.

Fifth is the direction of the encumbrance ratio in a stagnant market. The ratio rose from 2.52% to 3.17% despite a bull market that dramatically increased the value of promoter holdings. If it climbs further when stock prices stop providing a favourable denominator, the shift may indicate a more aggressive or stressed borrowing cycle.

The bottom line

The ₹7 trillion headline does not prove that Indian promoters are entering a market-wide debt crisis. The number of borrowing companies has barely changed, while the listed universe has expanded sharply, and much of the current borrowing appears linked to capacity expansion, acquisitions and new ventures.

But neither should the data be dismissed because only 3.17% of aggregate promoter holdings are encumbered. The borrowing is concentrated; average exposure per affected company has multiplied; leverage has risen faster than the underlying collateral base; and the highest-pledged promoters have almost no room to meet margin calls with additional shares.

Most importantly, public disclosures do not adequately reveal the use of funds, the full extent of NDU-based obligations, cross-group collateral or the additional guarantees now routinely demanded by lenders. The market can see the pledged shares. It cannot necessarily see the entire debt structure sitting behind them.

This article draws on the August 26, 2026 report by Sachin P. Mampatta in Business Standard, based on Prime Database data. Company-level movements cited from secondary market-data analysis should be verified against the relevant NSE/BSE and Regulation 31 filings. No publicly verified top-20 ranking by rupee value for June 2026 has been reproduced or estimated. This article is analytical and does not constitute investment advice.

Image

'Zero Personal Borrowing': Subhash Chandra Hits Back At ₹22,000-Crore Insol

Claims objecting creditors account for ₹3,992 crore, ₹620 crore already settled and borrower ent

Read More
Image

NCLT Third Member Backs Subhash Chandra’s Repayment Plan, Says It Will Bind

Tribunal backs ₹6.50 crore repayment proposal approved by 80.814% of creditor value; orders exclus

Read More
Image

Piyush Goyal Pitches India to Japanese Investors, Takes Dig at China

During his Japan visit, Commerce Minister Piyush Goyal presented India as a stable and trustworthy a

Read More