Sohan Devi Nand Lal Nuwal Family Trust (Acquirer) has completed the acquisition of 2,64,51,193 equity shares (representing 29.23%) of Solar Industries India Limited (Target Company). This acquisition was an inter-se transfer, classified as a gift, from Promoters Kailash Chandra Nuwal and Indira Kailashchandra Nuwal. The transaction was executed based on an exemption granted by SEBI on March 21, 2025, streamlining family succession.
Family Trust Finalizes Major Acquisition in Solar Industries
The Sohan Devi Nand Lal Nuwal Family Trust (the “Acquirer”) has formally disclosed the completion of a substantial acquisition in Solar Industries India Limited (the “Target Company”). The transaction involved acquiring 2,64,51,193 equity shares, equating to 29.23% of the voting capital. The acquisition date was confirmed as March 9, 2026.
Transaction Details and Rationale
This move constitutes an inter-se transfer executed by way of gift from two key Promoters of the Target Company: Shri Kailash Chandra Nuwal and Smt. Indira Kailashchandra Nuwal. Both transferors are also noted as Trustees of the Acquirer Trust. The stated purpose of this acquisition is to carry out streamlined succession and welfare for the family members and their lineal descendants.
Crucially, this direct acquisition attracted the provisions of Regulation 3(1) and 4 of the Takeover Regulations, 2011, which mandate an open offer. However, the Acquirer Trust had previously secured an exemption from SEBI via an order dated March 21, 2025, under Regulation 11.
Pre- and Post-Acquisition Shareholding
The transaction was structured internally, meaning the overall promoter holding remained unchanged at 73.15% of the total share capital. Key figures are summarized below:
Pre-Transaction Holding (Acquirer + PACs)
- The total collective holding before the transaction by the Acquirer Trust and its Persons Acting in Concert (PACs) was 0.00%.
- The existing Promoter Group holding (excluding the Acquirer Trust) stood at 73.15%.
Post-Transaction Holding
- The Acquirer Trust (Sohan Devi Nand Lal Nuwal Family Trust) now holds 2,64,51,193 shares (29.23%).
- The holding of other Promoters (like Manish Satyanarayan Nuwal) remains stable at 38.93%.
- The aggregate Promoter Group holding remains 73.15%.
- The Public shareholding remains at 26.85%.
The total equity share capital of Solar Industries India Limited before and after the acquisition remains consistent at INR 18,09,80,110, representing 9,04,90,055 Equity Shares of Rs. 2/- each.
SEBI Exemption Conditions
The exemption granted by SEBI is conditional, requiring the Proposed Acquirer to ensure several compliance points. Notably, the exemption is limited to the open offer requirement and does not exempt the Acquirer from disclosure requirements or compliance with Insider Trading Regulations. The exemption is valid for a period of one (1) year from the date of the SEBI Order, necessitating completion of the acquisition within that window.
Source: BSE