Description

SEBI grants exemption to three family trusts from open offer requirements for acquisition of shares in Ashapura Minechem Limited under SAST Regulations 2011.

Summary

SEBI has issued an exemption order under Section 11 of SEBI Act 1992 and Regulation 11(5) of SAST Regulations 2011 in favor of three family trusts - Manan Chetan Shah Family Trust, Chaitali Nishit Salot Family Trust, and Himani Ankur Shah Family Trust. The exemption permits these trusts to acquire shares in Ashapura Minechem Limited without triggering open offer obligations under Regulations 3(1), 4, and 5 of SAST Regulations 2011. The application was filed on October 10, 2025.

Key Points

  • Target Company: Ashapura Minechem Limited (incorporated February 19, 1982)
  • Listed on BSE and NSE
  • Total issued equity shares: 9,55,26,098 equity shares of INR 2/- each
  • Current promoter group shareholding: 47.79% (4,56,50,228 shares)
  • Public shareholding: 52.21% (4,98,75,870 shares)
  • Proposed Acquirers: Three family trusts established for estate planning purposes
  • Ashapura Industrial Finance Limited (AIFL) holds 17.75% in the Target Company
  • Chetan Navnitlal Shah is part of the promoter group
  • Key promoter shareholders include Chetan Navnitlal Shah (14.31%), Dina Chetan Shah (9.63%), and Manan Chetan Shah (4.35%)

Regulatory Changes

No regulatory changes introduced. This is an exemption order granting relief from specific provisions of SAST Regulations 2011 for a corporate restructuring within the promoter group.

Compliance Requirements

  • Acquirer Trusts must comply with any conditions specified in the final exemption order
  • The acquisition structure must align with the representations made in the application dated October 10, 2025
  • The ultimate beneficial ownership and control must remain substantially unchanged
  • Disclosure requirements as per applicable listing regulations may apply

Important Dates

  • Application submission: October 10, 2025
  • Supplementary emails: October 16, 2025 and November 07, 2025
  • Reference shareholding pattern date: September 30, 2025
  • Order reference: WTM/KCV/CFD/16/2025-26

Impact Assessment

Market Impact: Low - This is an internal promoter group restructuring involving family trusts with no change in ultimate beneficial ownership. No impact on public shareholders expected.

Operational Impact: Minimal - The exemption facilitates estate planning and wealth succession within the promoter family without triggering mandatory open offer requirements.

Investor Impact: Neutral - Public shareholders are not affected as this involves promoter group internal reorganization with exemption from open offer obligations. The promoter holding percentage remains unchanged in terms of ultimate beneficial ownership.

Impact Justification

Exemption order for family trust restructuring with no change in ultimate beneficial ownership; limited impact on public shareholders