Varroc Engineering has closed its trading window for designated persons and their relatives effective July 1, 2026, to prevent insider trading ahead of its quarterly financial results. The restriction will remain in place until 48 hours after the declaration of the unaudited financial results for the quarter ending June 30, 2026. The company stated that the specific date for the consideration of these financial results will be intimated in due course.

The closure is in compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, and the company's internal Code of Conduct for Prevention of Insider Trading. The decision references NSE Circular No: NSE/CML/2019/11 and BSE Circular No: LIST/COMP/01/2019-20, both dated April 2, 2019.

Accordingly, all designated persons, their relatives, and other insiders under the PIT Regulations are prohibited from trading in the securities of the company during this period. The measure ensures that no insider trading occurs while material non-public information regarding the financial performance for Q1FY27 is pending.

Rochana Tarang Jain, the spouse of Promoter and Chairman and Managing Director Tarang Jain, is set to acquire 5,000 equity shares of varroc engineering through an off-market inter-se transfer. The acquisition, structured as a gift, is scheduled to take place on or after June 29, 2026. This transaction is being executed as a private family arrangement and will not alter the total promoter shareholding percentage.

The transfer is exempt from making an open offer under Regulation 10(1)(a)(i) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Consequently, the acquisition price is not applicable, and the volume weighted average market price provisions do not apply. The acquirer has declared compliance with all disclosure requirements specified under Chapter V of the SEBI (SAST) Regulations.

Shareholding Details

The transfer will result in a nominal change in the individual holdings of the promoter and his spouse while the aggregate promoter group position remains stable. The following table outlines the shareholding changes before and after the proposed transaction:

Transaction Structure

The 5,000 equity shares represent 0.00% of the total paid-up equity share capital of the company. The transferor, Mr. Tarang Jain, currently holds 6,07,29,800 shares, accounting for 39.75% of the share capital. Following the transfer, his holding will adjust to 6,07,24,800 shares, while Mrs. Rochana Tarang Jain’s holding will increase from zero to 5,000 shares. The transaction has been intimated to BSE Limited and National Stock Exchange of India Limited.