The Board of Directors of Waaree Renewable Technologies Limited met on March 13, 2026, approving key compliance and employee incentive measures. The company amended its Code of Fair Disclosure to incorporate recent insider trading rule updates. Furthermore, the Board approved seeking shareholder consent via postal ballot for increasing loan/guarantee thresholds under Section 186 and granted 66,809 stock options to eligible employees under the amended Waaree RTL ESOP 2022 plan.
Key Board Approvals on March 13, 2026
Waaree Renewable Technologies Limited announced the outcomes of its Board Meeting held today, March 13, 2026. The meeting, which convened at 02:45 PM and concluded at 03:15 PM, resulted in several significant approvals:
1. Amendment to Fair Disclosure Code
Pursuant to regulatory mandates, the Board approved amendments to the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (Code of Fair Disclosure). These changes specifically incorporate recent amendments made to the SEBI (Prohibition of Insider Trading) Regulations, 2015. The revised Code is enclosed as “Annexure A” and has been posted on the company website, www.waareertl.com.
2. Shareholder Approval Sought for Financial Powers
The Board approved issuing a postal ballot notice to seek shareholder approval for increasing the threshold related to providing securities, granting loans/guarantees, and making investments in securities, as governed under Section 186 of the Companies Act, 2013.
3. ESOP Grant Approval
The Board approved the grant of 66,809 stock options to eligible employees under the Waaree Renewable Technologies Limited-Employee Stock Option Plan 2022 (“Waaree RTL ESOP 2022”), as amended. Details regarding the general terms and conditions of this exercise are provided in “Annexure B”.
Details of Stock Option Grant (Annexure B Highlights)
The accompanying disclosure provided specific details regarding the 66,809 options granted, based on the SEBI circular dated January 30, 2026:
- Options Covered: 66,809 Equity Shares of Rs. 2/- each.
- Exercise Price: Determined at Rs. 10/- (Rupees Ten only) per Option.
- Vesting Schedule: Options vest gradually over six years, starting with 15% at the end of the 1st, 2nd, 3rd, and 4th years, followed by 20% at the end of the 5th and 6th years.
- Exercise Period: Vested options are exercisable within six exercise years from the respective vesting date.
Code of Fair Disclosure (Annexure A Highlights)
The amended Code of Fair Disclosure reaffirms principles for managing Unpublished Price Sensitive Information (UPSI), emphasizing prompt disclosure to stock exchanges and simultaneous uploading on the company website to ensure uniform dissemination. Key structural elements remain:
- CIRO Designation: The Chief Financial Officer (CFO) is designated as the Chief Investor Relations Officer (CIRO).
- Handling Leaks: A formal procedure is established for inquiry in case of a leak or suspected leak of UPSI, involving Preliminary Inquiry and detailed investigation by an appointed Inquiry Committee.
- Legitimate Purpose: UPSI sharing must be for legitimate purposes, defined broadly to include ordinary course of business, discharging legal obligations, or genuine commercial purposes, provided it does not circumvent insider trading prohibitions.
The Company Secretary, Heema Shah, signed the disclosure on behalf of Waaree Renewable Technologies Limited.
Source: BSE
