Sanofi Healthcare India Private Limited, a part of the promoter group, has entered into an agreement to acquire up to 3,500,000 equity shares of Sanofi India Limited from Hoechst GmbH. This inter-se transfer of shares represents approximately 15.20% of the target company’s paid-up equity share capital. The acquisition is exempted from an open offer requirement under SEBI regulations.
Promoter Group Share Transfer
Sanofi Healthcare India Private Limited, an entity within the promoter group of Sanofi India Limited, has agreed to acquire a significant block of equity shares. The acquisition involves up to 3,500,000 equity shares from Hoechst GmbH, another promoter. This transaction is classified as an inter-se transfer of shareholding among members of the promoter and promoter group of Sanofi India Limited.
Acquisition Details and Exemption
The acquired shares constitute approximately 15.20% of the existing paid-up equity share capital of Sanofi India Limited. The acquisition price will not exceed the limits stipulated by Regulation 10(1)(a) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Importantly, Sanofi Healthcare India Private Limited is exempted from the requirement to make an open offer, as the transaction falls under Regulation 10(1)(a)(iii) of the Takeover Regulations, which allows for such exemptions among promoter group entities.
Transaction Timing and Shareholding
The proposed acquisition is expected to be undertaken on or after September 24, 2026. Following the transaction, Sanofi Healthcare India Private Limited’s shareholding will increase to 15.20%. The shares are described as frequently traded, with a weighted average market price of ₹3,228.06 per share recorded over the 60 trading days preceding the disclosure notice.
Disclosure of Encumbrances
Separate disclosures under Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011, have been provided by SANOFI, Hoechst GmbH, Sanofi SA, and Sanofi S.A. These declarations, made between January 2024 and June 2025, confirm that the promoters and persons acting in concert have not made any encumbrance, directly or indirectly, on the equity shares of Sanofi India Limited held by them as of specified dates up to March 2026.
Source: BSE
