Jana Holdings Limited to Sell 4.9% Stake in Jana Small Finance Bank to TVS Motor Company for ₹193,31,19,436.71

Jana Small Finance Bank Limited has disclosed a significant promoter shareholding transaction, with its promoter entity Jana Holdings Limited agreeing to divest a substantial stake to TVS Motor Company Limited. The disclosure was made under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR Regulations) on May 18, 2026.

Promoter Stake Sale to TVS Motor Company

Jana Holdings Limited, acting as the Seller and a promoter of Jana Small Finance Bank Limited, has entered into a Share Purchase Agreement (SPA) dated May 18, 2026, with TVS Motor Company Limited as the Purchaser. Under the terms of the SPA, Jana Holdings Limited has agreed to sell up to 5,160,903 (Fifty-One Lakh Sixty Thousand Nine Hundred Three) equity shares of Jana Small Finance Bank Limited to TVS Motor Company Limited, subject to the terms and conditions of the agreement.

The key details of the transaction are summarised below:

Parameter: Details Seller: Jana Holdings Limited Purchaser: TVS Motor Company Limited Number of Shares: 5,160,903 equity shares Stake Represented: Approximately 4.9% of total paid-up equity share capital Aggregate Sale Consideration: INR 193,31,19,436.71 Date of SPA: May 18, 2026 Regulatory Disclosure: Regulation 30, SEBI LODR Regulations, 2015

Transaction Details

The 5,160,903 equity shares being sold represent approximately 4.9% of the total paid-up equity share capital of Jana Small Finance Bank Limited. The aggregate sale consideration for the transaction is INR 193,31,19,436.71 (Rupees One Hundred Ninety-Three Crore Thirty-One Lakh Nineteen Thousand Four Hundred Thirty-Six Rupees and Seventy-One Paise). The transaction is subject to the terms and conditions stipulated in the Share Purchase Agreement.

Regulatory Disclosure

The intimation was communicated by Jana Holdings Limited to Jana Small Finance Bank Limited by way of a letter dated May 18, 2026. Jana Small Finance Bank Limited subsequently filed the disclosure with the National Stock Exchange of India Limited and BSE Limited in compliance with Regulation 30 of the SEBI LODR Regulations, 2015. The filing was signed by Lakshmi R N, Company Secretary and Compliance Officer of Jana Small Finance Bank Limited, and the intimation from Jana Holdings Limited was signed by Krishi Jain, Company Secretary and Authorised Signatory.

Jana Small Finance Bank has announced a plan to raise ₹500 crores through the issuance of Basel III-compliant Tier II bonds or non-convertible debentures (NCDs) via the private placement route. This capital-raising initiative reflects the bank's efforts to strengthen its regulatory capital base in line with applicable norms.

Capital Raise via Tier II Bonds

The bank intends to mobilise funds through Tier II instruments, which form a key component of a financial institution's regulatory capital framework. The proposed issuance will be conducted through private placement, a mode commonly used by banks and financial institutions to efficiently access institutional investors. The following table summarises the key details of the proposed fundraise:

Parameter: Details Proposed Fundraise Amount: ₹500 crores Instrument Type: Tier II Bonds / NCDs Compliance Standard: Basel III Issuance Mode: Private Placement

Board Approves Articles Amendment for Warrant Issuance

In a related corporate development, Jana Small Finance Bank's board has agreed to amend its Articles of Association to enable the issuance of warrants. This amendment is a procedural step that provides the bank with the flexibility to issue warrants to eligible investors as part of its broader capital management strategy.

GWC Family Fund Eyes 9.9% Stake via Preferential Allotment

Alongside the warrant-related amendment, GWC Family Fund has expressed interest in acquiring a 9.9% stake in Jana Small Finance Bank. This proposed acquisition is expected to be executed through a preferential share allotment, with other investors also participating in the process. The key details of this development are outlined below:

Parameter: Details Interested Investor: GWC Family Fund Proposed Stake: 9.9% Allotment Route: Preferential Shares Other Participants: Other Investors

These developments collectively indicate active steps by Jana Small Finance Bank to diversify and augment its capital structure through multiple instruments and investor channels.

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