The Securities and Exchange Board of India has cleared a major succession restructuring within the promoter family of Waaree, allowing a controlling stake to be transferred to the C.T. Doshi Family Trust without triggering a mandatory open offer.
Under the proposed transaction, the company's founder will transfer a 44.88% direct stake in Waaree to the family trust. The trust will also gain indirect control over another 18.34% stake, taking the total interest under its control to more than 63%.
Ordinarily, an acquisition of shares or control beyond prescribed thresholds can trigger an open offer requirement under SEBI's takeover regulations. However, the market regulator has granted an exemption in this case, clearing the way for the promoter family to complete the succession-related restructuring.
What Changes For Waaree Shareholders?
The transaction is part of the Doshi family's succession planning and will not alter the company's overall promoter shareholding. SEBI noted that control will continue to remain within the same promoter family after the restructuring.
Public shareholders will also see no change in their ownership or existing rights as a result of the transaction.
The stake transfer 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.
SEBI Sets One-Year Deadline
The exemption is subject to the conditions laid out in SEBI's order. The proposed transfer must be completed within one year.
The regulatory clearance removes a key hurdle for the promoter family's succession plan by exempting the transaction from the mandatory open offer provisions of the takeover code.
The order 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.
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