The Securities and Exchange Board of India (SEBI) has granted regulatory clearance for the Waaree promoter family's major succession restructuring. According to reports from CNBC TV18, the market regulator has allowed the transfer of a controlling stake of over 63% to the C.T. Doshi Family Trust without triggering a mandatory open offer. The exemption was granted following an application by the C.T. Doshi Family Trust, which sought relief under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations (SAST). This exemption is significant as ordinarily, acquisitions of shares or control beyond prescribed thresholds can require an open offer under SEBI's takeover regulations.
Under the proposed transaction, the company's founder will transfer a 44.88% direct stake in Waaree to the family trust. As reported by CNBC TV18, the trust will also gain indirect control over another 18.34% stake, taking the total interest under its control to more than 63%. The transaction will be carried out without any monetary consideration, with the promoter's holdings being moved into the family trust rather than sold to an outside buyer. In its order, SEBI noted that the proposed transfer is an internal family succession arrangement and not a commercial transaction.
According to CNBC TV18, SEBI observed that the transfer will not result in any change in the promoter group's overall shareholding, control or management of Waaree Energies. The regulator noted that the company's public shareholding will remain unchanged and that the minimum public shareholding requirements will continue to be met following the transaction. The market regulator also took into account that the trustees and beneficiaries of the family trust are immediate family members and lineal descendants of the promoter. The transaction is part of the Doshi family's succession planning and will not alter the company's overall promoter shareholding, with control continuing to remain within the same promoter family.
As reported by CNBC TV18, the exemption is subject to conditions laid out in SEBI's order, with the proposed transfer must be completed within one year. The regulatory clearance effectively allows control over the promoter stake to be consolidated under the C.T. Doshi Family Trust while keeping the ownership within the Doshi family and leaving the interests of public shareholders unchanged. The exemption will remain valid for one year, within which the proposed transfer must be completed.
Shares of Waaree Energies ended slightly lower at ₹2,857.30 on Friday, ahead of the regulatory update. According to CNBC TV18, the stock has gained over 5% in the last six months, while falling more than 3% so far this year. The market reaction reflects investor interest in the company's succession planning exercise and the regulatory clarity provided by SEBI's exemption.
