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Regulatory Approval

Stonepeak Completes Acquisition of 51% Stake in Castrol India from BP

Stonepeak's Motion JVCo has completed the acquisition of a 100% stake in Castrol Group Holdings from BP, resulting in a change of control at Castrol India. The transaction grants the acquirer indirect control over the company's 51% promoter stake, though BP retains a 35% non-controlling interest in the acquiring entity.

A man walking through a large industrial warehouse with stacked shelves filled with goods and products. Stock photo illustrating Castrol India's regulatory approval story.
Photo: Tiger Lily / Pexels
Key numbers
Promoter Holding 51%Indirectly Controlled
Market Cap ₹18,595.5 CrMid-cap Size
P/E TTM 18.39Sector PE 17.73
1-Year Return -3.59%Price Performance

Key highlights

  • Motion JVCo Limited acquired 100% equity of Castrol Group Holdings Limited
  • Transaction transfers indirect control of 50,44,52,416 equity shares in Castrol India
  • The 51% promoter stake was previously held through the ultimate parentage of BP p.l.c.
  • BP retains a 35% non-controlling interest in the Acquirer via BP Motion Holdings Limited
  • Information of the closing was formally received by Castrol India on November 2, 2026

Strategic Shift in Ownership Structure

On October 30, 2026, Motion JVCo Limited, an entity under Stonepeak Infrastructure Fund V, completed the acquisition of the entire equity share capital of Castrol Group Holdings Limited from BP p.l.c. This move effectively transfers the ultimate holding of Castrol India Limited, as the acquired entity holds the entire capital of the promoter, Castrol Limited. Consequently, Stonepeak now possesses the right to direct voting for 50,44,52,416 equity shares, which constitutes 51% of the total voting rights in Castrol India.

While the transition marks a change in sole control, BP continues its involvement through a 35% non-controlling stake in the acquirer.

Historical Context and Open Offer

  • The change in control originates from a Share Purchase Agreement executed on December 23, 2025
  • A mandatory open offer was previously announced on December 24, 2025, to acquire up to 26% additional stake
  • The open offer price was set at Rs 194 per equity share, implying a potential value of Rs 4,989 crore
  • The completion of this transaction follows nearly a year of regulatory and procedural requirements
  • Management had previously targeted the end of 2026 for the final closing of the Stonepeak transaction
Castrol India · share price, past month

Operating Margins and Financial Context

In the latest financial results for the quarter ended September 30, 2026, Castrol India reported a standalone revenue from operations of Rs 1,735 crore, representing a 27.3% year-on-year increase. However, the company faced margin pressure, with its operating profit margin falling to 15.11% compared to 23.7% in the previous year. Net profit for the quarter was recorded at Rs 176.37 crore, down 22.58% year-on-year and 49.3% sequentially.

This performance aligns with management guidance suggesting that crude-linked input cost inflation and currency fluctuations would likely keep margins below the long-term target band of 21% to 24% in the near term.

Earlier announcements by Castrol India
DateAnnouncementAmount
24 Oct 2026Unaudited financial results for Q3 and nine months ended 30 September 2026 approved and appointment of Price Waterhouse as statutory auditorsSource: multibagg.ai–
04 Aug 2026Unaudited financial results for Q2 and half year ended 30 June 2026 approved and declaration of interim dividend of Rs 6.25 per equity shareSource: in.investing.com–
03 Feb 2026Audited financial results for Q4 and full year ended 31 December 2025 approved and recommendation of final dividend of Rs 5.25 per equity shareSource: castrol.com–
24 Dec 2025Public announcement of mandatory open offer by Stonepeak, Motion JVCo, and CPPIB to acquire up to 26% stake at Rs 194 per equity shareSource: securities.io₹4,989.00 Cr
04 Nov 2025Unaudited financial results for Q3 and nine months ended 30 September 2025 approvedSource: castrol.com–
05 Aug 2025Unaudited financial results for Q2 and half year ended 30 June 2025 approved and declaration of interim dividend of Rs 3.50 per equity shareSource: castrol.com–

What to watch next

  • Resolution of the mandatory open offer for Castrol India by December 31, 2026
  • Announcement of audited annual financial results for 2026 in February 2027
  • Updates on operating margin recovery towards the 21-24% guidance band
Castrol India · financial snapshot
Share price₹188
Market capitalisation₹18,595.50 Cr
Revenue (annual)₹5,721.50 Cr
Net profit (annual)₹949.93 Cr
Revenue (latest quarter)₹1,734.72 Cr-7.31% vs previous quarter
Net profit (latest quarter)₹176.37 Cr-49.28% vs previous quarter
P/E (TTM)18.39×Sector 17.73×
Promoter holding51%0.00% QoQ
FII holding10.42%Current quarter

Reference market data from a third-party provider, as of the story. Not a valuation or a recommendation.

Source verified

Exchange filing by Castrol India Ltd announcing the completion of the sale and purchase agreement between BP and Stonepeak. Market figures from a third-party data provider.

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