North Star acquires 11.75% stake in Dugar Housing via preferential allotment

K N Mishra

    17/Jun/2025

What's covered under the Article:

  • North Star acquired 11.75% stake in Dugar Housing Developments through preferential allotment

  • Acquisition involved 11.4 lakh equity shares, translating to 16.29% of voting rights pre-dilution

  • Total voting capital of the company increased to ₹9.7 crore post-acquisition

On June 16, 2025, North Star Opportunities Fund VCC – Bull Value Incorporated VCC Sub-Fund, based out of Mauritius, formally disclosed its acquisition of a substantial stake in Dugar Housing Developments Limited, under Regulation 29(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

As per the regulatory filing submitted to the Bombay Stock Exchange (BSE), North Star acquired 11,40,000 equity shares of Dugar Housing Developments Limited, amounting to a 16.29% stake in terms of voting rights and 11.75% of the total diluted share capital of the company. This acquisition was done through a preferential allotment, and not through secondary market purchases or open offers.

Details of the Acquisition

  • Name of Target Company (TC): Dugar Housing Developments Limited

  • Acquirer: North Star Opportunities Fund VCC – Bull Value Incorporated VCC Sub-Fund

  • Mode of Acquisition: Preferential Allotment

  • Date of Allotment: June 12, 2025

  • Equity Shares Acquired: 11,40,000

  • Shareholding Before Acquisition: Nil

  • Shareholding After Acquisition: 11.75% of total diluted capital; 16.29% of voting rights (pre-dilution)

The preferential allotment of shares means that the equity was issued directly by the company to the acquirer, and the shares will rank pari passu with the existing equity shares in terms of dividend rights and other shareholder entitlements.

Capital Structure: Before and After Acquisition

Prior to this preferential allotment, the equity share capital of Dugar Housing Developments Ltd stood at:

  • ₹30,00,000 comprising 3,00,000 equity shares of ₹10 each

After the preferential issue, the share capital increased significantly, as follows:

  • Post-Allotment Equity Capital: ₹7,00,00,000 (i.e., 70,00,000 equity shares of ₹10 each)

  • Total Diluted Capital: ₹9,70,00,000 (i.e., 97,00,000 shares after considering convertible securities, if any)

SEBI Compliance and Regulation

The acquisition was made in strict compliance with Regulation 29(1) of the SEBI (SAST) Regulations, 2011, which mandates disclosure of any acquisition exceeding 5% or more of shares or voting rights in a listed company. Since the acquisition by North Star exceeded both 5% and 10% thresholds, the disclosure under Part-A and Part-B of Regulation 29 was mandatory and timely filed.

As per the regulations:

  • The acquirer does not belong to the promoter group

  • The PAN of the acquirer is AAJCN1688D

  • There are no persons acting in concert (PAC) involved in this transaction

Implications for Dugar Housing Developments

The entry of a foreign institutional investor such as North Star Opportunities Fund may indicate a renewed investor interest in the real estate or housing development sector, particularly in underpenetrated or growth-driven markets like Tamil Nadu, where Dugar Housing is based.

Additionally, the significant increase in share capital, from ₹30 lakh to ₹7 crore (and eventually diluted to ₹9.7 crore), may offer the company financial flexibility, whether to fund ongoing residential projects, reduce existing liabilities, or enhance its market positioning.

Given that the shares were issued on a preferential basis, it suggests a strategic investment decision taken by Dugar Housing’s board and shareholders, likely aimed at bringing in long-term capital partners to participate in the company’s growth trajectory.

About North Star Opportunities Fund VCC

North Star Opportunities Fund VCC is a Variable Capital Company (VCC) based out of Mauritius, operating under a sub-fund structure. The specific entity making the acquisition is Bull Value Incorporated VCC Sub-Fund, which may be one of several thematic investment vehicles within the broader North Star structure. These funds typically focus on high-growth markets, including India’s real estate, infrastructure, and emerging mid-cap sectors.

Their decision to invest in Dugar Housing Developments, a company that is relatively lesser-known in mainstream circles, could indicate that they see deep value or untapped growth potential, possibly driven by pipeline projects, land banks, or a rebound in housing demand post-2024.

Industry Context

The Indian real estate sector has witnessed a revival post-COVID-19, particularly in residential and affordable housing segments. Foreign funds are increasingly tapping into Tier-II and Tier-III cities, where land acquisition costs are lower, and project IRRs are more attractive.

Moreover, preferential allotments as a method of capital infusion are gaining traction, allowing companies to raise funds without diluting promoter control, while offering institutional investors direct access to equity in regulated, listed environments.

Conclusion

The 11.75% stake acquisition by North Star Opportunities Fund VCC – Bull Value Incorporated Sub-Fund in Dugar Housing Developments Limited is more than just a routine disclosure. It signals rising foreign investor interest in mid-tier Indian real estate firms, possibly on the back of valuation arbitrage, strategic project opportunities, or bullish outlooks in southern India’s realty sector.

With post-deal shareholding and capital restructuring now in place, the market will closely watch Dugar Housing’s future project pipeline, utilisation of proceeds, and strategic announcements, to evaluate the long-term implications of this investment.

This preferential allotment may well mark a pivotal phase in the company's trajectory, potentially unlocking value for minority shareholders, enhancing liquidity, and setting the stage for further strategic partnerships.


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