Company Overview
Waaree Energies Limited (BSE: 544277, NSE: WAAREEENER) has undergone significant promoter group ownership restructuring through multiple inter-se share transfers via gift arrangements in 2025 and 2026, all conducted under SEBI Takeover Regulations exemptions.
2026 Transaction: Trust Acquisition
C.T. Doshi Family Trust, with Hitesh Chimanlal Doshi as Managing Trustee, acquired 99.9995% of Waaree Sustainable Finance Private Limited (WSFPL) through gift transfer of 1,99,999 equity shares on August 06, 2026. This resulted in an indirect acquisition of 18.34% stake (5,27,67,331 shares) in Waaree Energies Limited. SEBI granted exemption from open offer obligations via Order WTM/KCV/CFD/05/2026-27 dated July 03, 2026, valid for one year, based on succession planning rationale with no change in beneficial ownership or control.
2025 Transactions: Family Restructuring
In June 2025, two major transactions occurred:
1. Indirect Acquisition (June 11): Chimanlal Tribhuvandas Doshi acquired 1,99,999 WSFPL shares via gift, resulting in indirect acquisition of 18.37% stake in Waaree Energies
2. Direct Equity Transfer (June 24): Four promoters (Hitesh, Pankaj, Viren, and Kirit Doshi) transferred their entire combined 45.93% stake (13,19,63,212 shares) directly to Chimanlal Doshi via gift
All transactions were exempt under Regulation 10(1)(a)(i) for inter-se transfers among immediate relatives and qualified persons.
Financial and Ownership Impact
- Total Share Capital: Unchanged at ₹287.65 crore (28.77 crore shares of ₹10 each)
- Promoter Shareholding: Remains unchanged at 64.22% aggregate across all transactions
- Consideration: All transfers executed as gifts with nil monetary consideration
- No Dilution: No impact on public shareholders or company's capital structure
Purpose and Rationale
The transfers were executed to streamline succession planning, facilitate intergenerational wealth transfer, and promote family welfare. The transactions represent internal reorganization within the promoter family group without changing ultimate beneficial ownership or control of Waaree Energies Limited.
Historical Context
The 2026 transaction follows multiple prior disclosures from 2025 regarding inter-se transfers within the promoter family, including HUF dissolutions and additional gift transfers, all reported under Regulations 29(1) and 29(2) of the Takeover Regulations.