BharatPe Parent Seeks Freeze On Unity Small Finance Bank Warrants, Delhi HC Issues Notice

The Delhi High Court has issued notice on a fresh petition by Resilient Innovations Private Limited, the parent company of fintech major BharatPe, seeking to freeze any transfer or encumbrance over the warrants of Unity Small Finance Bank without its prior written consent. Justice Tushar Rao Gedela directed the respondents to file replies within two weeks and listed the matter for consideration on October 1, 2026. Notably, the court did not grant any ad-interim relief at this stage.

A Second Front in the Unity Bank Dispute

This petition marks the second legal front opened by BharatPe in its ongoing dispute with Centrum Financial Services and JBCG Advisory Services over Unity Small Finance Bank. In July 2026, the same court had restrained the bank from proceeding with a proposal to increase its authorized share capital to facilitate warrant conversion, holding that the proposal fell within "Reserved Matters" under the Shareholders' Agreement dated October 26, 2021. Now, the parent company is targeting the warrants themselves—seeking to prevent their transfer or encumbrance and demanding full disclosure of their current holders and past transactions.

What the Petition Seeks

The Section 9 petition , filed under the Arbitration and Conciliation Act, 1996 , prays for interim measures restraining JBCG, Centrum, and persons acting on their behalf from "undertaking, effecting, agreeing to effect, offering, soliciting, marketing, or in any manner giving effect to any Transfer of, and/or from creating, agreeing to create or permitting the creation of any Encumbrance over, any Warrants of Respondent No.3" without the petitioner's written consent. It also seeks to restrain Unity Small Finance Bank from registering or giving effect to any such transfer or encumbrance , and from implementing a circular resolution of its Stakeholders Relationship Committee dated September 17, 2025 , which revised the process for securities transfers insofar as it relates to the warrants. Additionally, the petition demands that the respondents furnish, on affidavit, complete particulars of all warrant holders, past transfers, consideration paid, and details of any encumbrances created.

Court's Procedural Order

Alongside issuing notice on the main petition, Justice Gedela disposed of several procedural applications. The petitioner was permitted to file additional documents under the Commercial Courts Act and granted three weeks to file a certificate under Section 63(4)(c) of the Bharatiya Sakshya Adhiniyam, 2023 for electronic evidence. Exemptions and extensions were also allowed for filing clearer copies of dim documents and a lengthy list of dates and synopsis. The court granted the respondents not more than two weeks to file their reply, with a rejoinder due within three days thereafter.

Why This Matters

Section 9 of the Arbitration Act allows parties to seek interim measures before or during arbitration, and it has become a critical tool in shareholder disputes where assets can be moved quickly. BharatPe's parent is using this provision to build a legal fence around the warrants from multiple sides: having already blocked the corporate action to convert them, it now seeks to prevent their transfer or encumbrance and to compel disclosure of their current status. The underlying legal question is the reach of the "Reserved Matters" clause in the Shareholders' Agreement, which the court in the July matter took a prima facie view must be strictly followed.

With the warrants reportedly lapsing by the end of October 2026, the interim skirmishes carry an urgency that the final arbitration may not be able to match. The court's next hearing on October 1 will determine whether the interim freeze sought by BharatPe will be granted, potentially shaping the balance of power in this high-stakes corporate battle.