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Sebi exemption allows DKJ Ownership Trust to acquire 19.85% stake in S Chand without open offer
Capital markets regulator Sebi has exempted DKJ Ownership Trust from making an open offer for a 19.85 per cent stake in S Chand and Company. The trust will buy 70 lakh shares from promoter Neerja Jhunjhnuwala under an internal restructuring aimed at succession planning. Sebi said control and total promoter holding remain unchanged.
Sebi has allowed DKJ Ownership Trust to buy a 19.85 per cent stake in S Chand and Company. The regulator waived the usual open offer rule for this deal. Sebi said the move formed part of an internal restructuring among promoters. The order said the arrangement was non-commercial and did not harm public shareholders.
/img/2026/10/sebi-exempts-dkj-ownership-trust-open-offer-s-chand-stake-1791825013900-600x338.jpg "Sebi clears S Chand stake transfer")
Under the plan, DKJ Ownership Trust will purchase 70 lakh shares from promoter Neerja Jhunjhnuwala. Neerja Jhunjhnuwala currently owns 22.68 per cent in the educational publishing firm. After the transfer, Neerja Jhunjhnuwala’s holding will fall to 2.84 per cent. DKJ Ownership Trust will then hold 19.85 per cent.
Sebi exemption for DKJ Ownership Trust open offer in S Chand and Company
Sebi said the share transfer aimed to simplify promoter and promoter group ownership. The regulator also linked the proposal to succession planning. Sebi noted the deal would not affect control of S Chand and Company. It added trustees and beneficiaries were promoters, immediate relatives, or lineal descendants.
"I... hereby grant exemption to the proposed acquirer, DKJ Ownership Trust, from complying with the requirements of the SAST Regulations, 2011 with respect to the proposed direct acquisition in S Chand and Company Ltd, by way of proposed transaction,\" Sebi’s Whole Time Member Kamlesh Chandra Varshney said.
Sebi exemption for DKJ Ownership Trust open offer conditions and timelines
The regulator placed conditions on the exemption from the open offer requirement. Sebi said DKJ Ownership Trust must file a report within 21 days of finishing the acquisition. The trust must also complete the transaction within one year of the order. Sebi said the exemption will end if this deadline is missed.
Sebi also recorded that the overall promoter group holding will stay the same. The combined stake of the promoter group will remain at 46.99 per cent. Sebi said the transaction structure ensured no shift in control. The order said public shareholders’ interests would not be prejudiced.
With inputs from PTI
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