Dharti Proteins Completes NCLT-Driven Ownership Shift: Patel Group Takes 85% Stake

Dharti Proteins Limited announced the acquisition of 4,25,000 equity shares, representing 85% of its voting capital, by Jatinbhai Ramanbhai Patel and Persons Acting in Concert (PACs). This follows the NCLT-approved resolution plan, which also saw the post-acquisition equity share capital reconstituted to ₹50,00,000.

Reader Takeaway: New majority control secured via NCLT resolution plan; successful turnaround execution is the key watchpoint.

What just happened (today’s filing)

Dharti Proteins Limited has disclosed a significant change in its ownership structure.

Jatinbhai Ramanbhai Patel, along with Persons Acting in Concert (PACs), has acquired 4,25,000 equity shares, representing 85% of the company's total voting capital.

This transaction is executed under an Approved Resolution Plan sanctioned by the Hon'ble National Company Law Tribunal (NCLT).

The post-acquisition equity and diluted share capital have been fixed at ₹50,00,000, comprising 5,00,000 equity shares.

Why this matters

This event signifies a complete change in control for Dharti Proteins Limited.

The acquisition is a direct consequence of the NCLT-approved resolution plan, aimed at restructuring the company after a period of financial distress.

For existing shareholders, this means a substantial dilution of their holdings and a new management era.

The backstory (grounded)

Dharti Proteins Limited, formerly Devika Proteins Limited, was admitted into Corporate Insolvency Resolution Process (CIRP) by the NCLT Ahmedabad Bench on April 29, 2024 [3, 15, 16].

This insolvency stemmed from a default amounting to over ₹1.22 crore to financial creditor Goenka Business & Finance Limited [3, 15].

A Resolution Plan submitted by Jatinbhai Ramanbhai Patel was approved by the NCLT on November 18, 2025 [3, 8, 10, 19, 24].

As part of this plan, the company underwent a drastic capital restructuring, reducing its existing paid-up share capital by approximately 95% [3, 10].

Previously, Jatinbhai Ramanbhai Patel had faced SEBI debarment orders, although the Securities Appellate Tribunal (SAT) set aside certain directions in January 2025 [33].

What changes now

• Ownership: Jatinbhai Patel and his PACs now hold a dominant 85% stake, ushering in new majority ownership.
• Management Control: The NCLT resolution plan implies a handover of management and strategic direction to the new majority shareholders.
• Capital Structure: The company's equity base has been significantly reshaped, with existing shares largely extinguished and new shares issued.

Risks to watch

• Turnaround Execution: The success of the NCLT resolution plan hinges on the new management's ability to revive the company's financial health.
• Past Financials: Dharti Proteins has historically been a loss-making entity, presenting a challenge for sustained profitability.
• Integration and Operations: Integrating new management and operations post-CIRP requires careful execution to ensure operational efficiency.

Peer comparison

Dharti Proteins operates in the edible oil and agro-commodity trading sector, a space dominated by large players like Adani Wilmar (AWL Agri Business), Marico Limited, and Patanjali Foods Ltd [11, 12, 13, 14].

These peers often benefit from economies of scale, diversified product portfolios, and strong distribution networks.

Unlike Dharti Proteins, which has emerged from insolvency, these larger peers have maintained consistent operations and growth trajectories.

Context metrics (time-bound)

• Restructured Equity Capital: Post-acquisition, the company's equity share capital stands at ₹50,00,000 (5,00,000 equity shares of ₹10 each) as of February 20, 2026.
• Public Shareholding Post-Restructuring: Public shareholders are allocated 25,000 equity shares, representing 5% of the new capital, as of February 20, 2026.
• Resolution Plan Approval: The NCLT approved the resolution plan on November 18, 2025.

What to track next

• Monitor management's strategic initiatives and operational plans for the company's revival.
• Observe financial performance reports in the upcoming quarters to gauge the impact of the new ownership.
• Track any further corporate actions or disclosures related to integration and expansion.
• Assess the company's ability to overcome its historical financial challenges and achieve profitability.