TVS Holdings Bonus Issue: Board Approves Scheme to Reward Shareholders with Bonus Share of 46 NCRPS

TVS Holdings, the holding company of the renowned TVS Group has approved the issuance and allotment of Cumulative Non-Convertible Redeemable Preference Shares (NCRPS) as bonus shares for its equity shareholders. The decision was taken at the Board of Directors meeting held on Monday, September 22, 2025, and forms part of a Scheme of Arrangement under Sections 230 to 232 of the Companies Act, 2013.

TVS Holdings Bonus Issue: Board Approves To Reward Shareholders; Know Details

The company in its regulatory filing stated, "The Board of Directors of the Company at its meeting held today, i.e., Monday, 22nd September 2025 has approved the Scheme of Arrangement between the Company and its shareholders under Sections 230 to 232 of the Companies Act, 2013 ("Scheme"), which provides for issuance and allotment of Cumulative Non-Convertible Redeemable Preference Shares by way of bonus on the following terms and conditions."

The issuance is part of a broader Scheme of Arrangement under Sections 230 to 232 of the Companies Act, 2013, and marks a strategic move by the company to reward its shareholders while preserving its equity base.

TVS Holdings Bonus Share Ratio and Issue Structure

As per the terms laid out in the approved scheme, equity shareholders of TVS Holdings will receive 46 cumulative non-convertible redeemable preference shares (NCRPS) of Rs 10 each (fully paid-up) for every 1 equity share of Rs 5 each (fully paid-up) held as on the record date, which will be announced in due course in line with the scheme.

Each NCRPS will have a face value of Rs 10, and the issue price is also fixed at Rs 10 per share, meaning there will be no additional cost to shareholders for receiving the bonus shares. The total issue size under this capital restructuring initiative is estimated to be around Rs 986.52 crore.

Coupon Rate and Redemption Timeline

Each NCRPS will carry a fixed coupon rate of 6% per annum. The shares will be redeemable after 12 months from the date of allotment. Upon maturity, investors will receive Rs 10 per share as redemption price, along with the interest accrued at the prescribed coupon rate.

This structure allows shareholders to benefit from a guaranteed return, enhancing income without diluting the company's equity structure, as NCRPS do not carry voting rights.

TVS Holdings has also proposed to list the NCRPS on the National Stock Exchange (NSE) and BSE Limited, the same stock exchanges where its equity shares are currently traded. Listing these preference shares is expected to provide liquidity, visibility and market-based valuation for the instrument, enabling shareholders to trade them in the open market if desired.

Bonus Preference Share Scheme Subject to Regulatory and TVS Holdings Stakeholder Approvals

The implementation of the Scheme of Arrangement approved by the Board of Directors of TVS Holdings is contingent upon securing a series of statutory and regulatory approvals.

These include clearances from the stock exchanges including the National Stock Exchange (NSE) and BSE, the jurisdictional National Company Law Tribunal (NCLT), as well as approvals from the company's shareholders and creditors, wherever applicable. Additionally, approvals may also be required from other relevant statutory bodies. Only after all these necessary approvals are obtained will the scheme be formally implemented.