Sonia Agarwal Bajaj proposes to acquire a 7.01% stake in donear industries through an inter se transfer of shares from promoter group member Surya Ajay Agarwal. The transaction involves the acquisition of 36,43,750 equity shares via a gift on June 30, 2026. This transfer is exempt from making an open offer under Regulation 10(1)(a)(i) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as the acquirer is an immediate relative of the promoter.

The disclosure was submitted to BSE Limited and the National Stock Exchange of India Limited under Regulation 10(5) of the SEBI (SAST) Regulations. The acquirer, Sonia Agarwal Bajaj, is the sister of Surya Ajay Agarwal, who currently holds the shares. The rationale for the transfer is cited as an inter se transfer amongst the promoter and immediate relative.

Shareholding Pattern

The transfer will result in a complete shift of the specified shareholding from the seller to the acquirer. Prior to the transaction, Sonia Agarwal Bajaj held no shares in the company, while Surya Ajay Agarwal held 36,43,750 equity shares, accounting for 7.01% of the total share capital. Post-transaction, these shares will be transferred entirely to Sonia Agarwal Bajaj.

Valuation and Compliance

As the shares are being acquired by way of gift, no monetary consideration is involved. The filing notes that the equity shares of Donear Industries Limited are not frequently traded on the BSE but are frequently traded on the NSE. Consequently, the volume-weighted average market price for the 60 trading days preceding the notice was determined based on NSE data, which recorded a price of ₹90.91 per share.

The acquirer has declared compliance with the conditions specified under Regulation 10(1)(a) regarding exemptions. Furthermore, it was confirmed that the transferor and transferee have complied, or will comply, with the applicable disclosure requirements under Chapter V of the Takeover Regulations during the three years prior to the proposed acquisition.

Donear Industries has submitted its annual declaration to the stock exchanges confirming that no new encumbrances were created on its shares by promoters during the financial year ended March 31, 2026. The disclosure, filed under Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, was submitted to BSE Limited and National Stock Exchange of India Limited on April 06, 2026. The declaration assures that the shareholding remains free from fresh charges or liens, other than those previously disclosed.

The filing was made on behalf of all promoters, members of the promoter group, and Persons Acting in Concert (PAC). Rajendra Vishwanath Agarwal, an authorised signatory, confirmed that the entities have not created any encumbrance over the shares of Donear Industries Limited, directly or indirectly, during the specified period. The confirmation covers all provisions mandated by the SEBI regulations.

List of Persons Acting in Concert

The declaration included an annexure listing the individuals and entities classified as promoters or part of the promoter group. The list identifies the key stakeholders associated with the company.

The document was signed by Krishna Ashish Agrawal, Company Secretary & Compliance Officer of Donear Industries Limited. The scrip code for the company on BSE is 512519, and the trading symbol is DONEAR.