Sebi clears Roshni Nadar’s family share transfer in HCL Tech, aimed at smooth succession

This approval paves way for Roshni to take a larger ownership role in key entities that control HCL Technologies, a move aimed at ensuring smoother succession planning within the Nadar family.

According to Sebi’s order, Roshni Nadar will acquire 47% of the equity in two promoter entities, Vama Sundari Investments and HCL Corporation, from her father and HCL founder, Shiv Nadar.

Both these promoter entities collectively hold a significant 44.34% stake in HCL Technologies. Following the transaction, Nadar’s holding in these entities will increase to 57.33%, while Shiv Nadar’s stake will reduce to 4%.

Sebi clarified that the transaction constitutes an indirect acquisition of shares and voting rights in HCL Technologies. However, as the transfer is a non-commercial transaction between immediate relatives and complies with inter transfer norms under the takeover regulations, the requirement for an open offer has been waived.

The overall promoter group’s shareholding in HCL Technologies will remain unchanged at 60.82%, and public shareholding, currently at 38.98%, will also remain intact.The regulator has directed the promoters to complete the transaction within one year and file a report within 21 days of its conclusion. The exemption is limited to the open offer requirements and does not exempt compliance with insider trading or listing disclosure obligations.The transaction is part of a broader succession plan within the Nadar family, intended to ensure continuity in leadership at HCL Technologies.

Sebi noted that the deal would not affect public shareholders or market dynamics.