Bharat Forge Limited has informed stock exchanges about definitive agreements entered into with PI Opportunities Fund I Scheme II for an investment in its step-down subsidiary, JS Auto Cast Foundry India Private Limited.
The disclosure sets out the financial contribution of JS Auto, the structure of the transaction, regulatory positioning and key contractual terms, in line with Regulation 30 requirements.
On February 2, 2026, Bharat Forge, its wholly owned subsidiary BF Industrial Solutions Limited, and JS Auto entered into a Securities Subscription Agreement and a Shareholders’ Agreement with PI Opportunities Fund I Scheme II.
Under these arrangements, the investor will acquire a 23% stake in JS Auto on a fully diluted basis through subscription to equity shares and compulsorily convertible preference shares.
For the financial year ended March 31, 2025, JS Auto reported income of ₹697.07 crore, contributing 4.61% to Bharat Forge’s consolidated income. Its net worth stood at ₹231.76 crore, representing 2.51% of the group’s consolidated net worth, indicating a measured contribution within the overall group structure.
The total consideration for the proposed transaction is approximately ₹300 crore, to be received by JS Auto as part of the share issuance to the investor.
The transaction is expected to be completed by March 31, 2026, subject to fulfilment of agreed closing conditions and mutual consent among the parties.
PI Opportunities Fund I Scheme II is an alternative investment fund managed by PI Investment Advisory LLP and is affiliated with the Premji Invest Group.
The fund focuses on investments across technology, finance and consumer-oriented businesses.
The investor is independent of Bharat Forge and does not belong to the promoter or promoter group.
The company has clarified that the transaction does not fall within the scope of related party transactions at the time of execution.
It is also not being undertaken through a scheme of arrangement, and provisions applicable to slump sales are not relevant to this transaction.
The agreement involves JS Auto Cast Foundry India Private Limited, BF Industrial Solutions Limited and the investor.
As of the disclosure date, Bharat Forge holds 100% ownership in BF Industrial Solutions and indirectly in JS Auto, while the investor does not hold any prior shareholding.
The agreements include customary provisions covering shareholder rights, governance, information access and transfer restrictions.
Notable terms include a non-compete obligation restricting ferrous casting activities in India outside JS Auto, limitations on share transfers in BF Industrial Solutions, defined exit mechanisms under specified conditions, and indemnity obligations.
Bharat Forge, as the ultimate parent, has provided customary indemnities on behalf of JS Auto and BF Industrial Solutions. The company has stated that these arrangements do not currently have an impact on management control or financial position at the listed entity level.
Bharat Forge shares were trading at ₹1,433.30, reflecting a gain of just over 4% from the previous close. During the session, the stock moved within a range of ₹1,384.40 to ₹1,428.30.
The disclosed transaction reflects a structured minority investment in JS Auto, with defined economic terms, governance safeguards and regulatory clarity. While subject to completion conditions, the arrangement provides transparency on ownership, financial contribution and contractual obligations without altering control at the parent company level.
Disclaimer: This blog has been written exclusively for educational purposes. The securities mentioned are only examples and not recommendations. This does not constitute a personal recommendation/investment advice. It does not aim to influence any individual or entity to make investment decisions. Recipients should conduct their own research and assessments to form an independent opinion about investment decisions.
Investments in the securities market are subject to market risks, read all the related documents carefully before investing.
Published on: Feb 2, 2026, 2:58 PM IST
Neha Dubey
Neha Dubey is a Content Analyst with 3 years of experience in financial journalism, having written for a leading newswire agency and multiple newspapers. At Angel One, she creates daily content on finance and the economy. Neha holds a degree in Economics and a Master’s in Journalism.
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