SEBI exempts Doshi family trust from SAST regulations for 44.88% Waaree Energies stake transfer

Doshi Family Trust from specific takeover regulations (SAST Regulations) for the proposed acquisition of shares in Waaree Energies Limited. The acquisition is described as an internal family transfer for succession planning that does not change the overall promoter group shareholding.

Who it concerns: Waaree Energies Limited (Target Company), C.T. Doshi Family Trust (Acquirer Trust), Chimanlal Tribhuvandas Doshi (Settlor), Hitesh Chimanlal Doshi, Kirit Chimanlal Doshi, Pankaj Chimanlal Doshi, Viren Chimanlal Doshi (Trustees), Waaree Sustainable Finance Private Limited (WSFPL).

What SEBI found or ordered

• SEBI granted exemption from Regulation 3 and 5 read with Regulation 4 of the SAST Regulations, 2011.
• The proposed acquisition involves the transfer of 12,90,86,802 shares (44.88%) directly from Chimanlal Tribhuvandas Doshi to the Trust without consideration.
• The Trust will also acquire 1,99,999 shares (approx. 100%) of Waaree Sustainable Finance Private Limited (WSFPL) from Chimanlal Tribhuvandas Doshi without consideration, resulting in an indirect holding of 18.34% in the Target Company.
• The total promoter group shareholding in Waaree Energies Limited remains unchanged at 64.22% post-acquisition.
• The public shareholding remains unchanged at 35.78%.
• The transaction is characterized as a non-commercial, internal family arrangement for succession planning.

Also in the document

• The acquisition is structured as a transfer within the promoter group, meaning the beneficial ownership remains with the Doshi family members.
• The shares are being transferred without any financial consideration.
• The order references a trust deed dated April 04, 2025, as amended on January 20, 2026.