Saffron Industries discloses share transmission under SEBI norms
Team Finance Saathi
20/Mar/2025
What's covered under the Article
- Mrs. Shrirangadevi Maheshwari acquires 7,15,000 shares by transmission.
- Acquisition exempted under SEBI SAST Regulations, 2011, Regulation 10(1)(g).
- No change in promoter group’s total shareholding post transmission.
Saffron Industries Limited has made a significant disclosure under Regulation 10(6) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (SEBI SAST Regulations, 2011). The disclosure pertains to the acquisition of 7,15,000 equity shares (9.95%) of the company by Mrs. Shrirangadevi Vinod Maheshwari, one of the promoters of the company, through the process of transmission from Late Mr. Vinod Ramgopal Maheshwari.
Key Points of the Disclosure:
- Target Company (TC): Saffron Industries Limited
- Acquirer: Mrs. Shrirangadevi Vinod Maheshwari
- Shares Acquired: 7,15,000 shares (9.95%) in demat mode
- Exemption Clause: This acquisition falls under the exemption provided in Regulation 10(1)(g) of the SEBI SAST Regulations, which permits acquisitions by way of transmission, succession, or inheritance.
- No Open Offer Required: As the acquisition was made via transmission, no open offer was required to be made under Regulation 10(5) of the SEBI SAST Regulations.
- Acquisition Date: The shares were acquired through transmission from the deceased promoter to his nominee.
- Stock Exchange: The acquisition was disclosed to the BSE Limited.
- Disclosure Compliance: Following the acquisition, disclosures under Regulation 29(1) and Regulation 29(2) of the SEBI SAST Regulations were made to the stock exchanges within the prescribed timelines.
Impact of the Transmission on Shareholding:
Prior to the transmission, the promoter group collectively held a significant shareholding in Saffron Industries. The transmission of shares to Shrirangadevi Vinod Maheshwari does not alter the consolidated shareholding of the promoter group, as the shares were passed down without any external change in ownership.
Shareholding Pre and Post Transmission:
- Pre-Transaction: The promoter group held 4,346,549 shares, representing 60.49% of the total share capital of the company.
- Post-Transaction: Following the transmission, the shareholding remains unchanged at 4,346,549 shares (60.49% of total share capital). The acquisition of 7,15,000 shares was entirely by transmission, and no additional shares were purchased on the open market.
- Shareholding of Mrs. Shrirangadevi Vinod Maheshwari: Post-transmission, Mrs. Maheshwari now holds 741,950 shares, which represent 10.98% of the total share capital of the company.
Transmission Process and Compliance:
This acquisition was conducted in full compliance with the SEBI SAST Regulations, 2011, and took advantage of the exemption under Regulation 10(1)(g). This regulation specifically exempts transactions related to succession, inheritance, or transmission of shares from the requirements of making an open offer.
The company further clarifies that no additional disclosures are required to be filed by the target company (Saffron Industries), as the transaction qualifies under the exemption provided for inheritance. The transmission of shares was executed smoothly, with all relevant regulations being adhered to.
Confirmation on Shareholding:
Post the acquisition via transmission, the promoter group’s shareholding remains unaffected in terms of total holding percentage. The shareholding structure is intact, and there has been no dilution of the group’s control over the company.
Conclusion:
This disclosure highlights the compliance with the SEBI SAST Regulations for transmission of shares within the promoter group of Saffron Industries Limited. With no change in the overall promoter shareholding post-transaction, the company continues to operate under the same ownership structure.
Investors and stakeholders are advised to keep track of any further developments or filings by the company and its promoters for transparency and regulatory compliance.
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