Shahnawaz Aijazuddin Shaikh has completed a significant divestment in Octaware Technologies Limited, selling 1,76,000 equity shares through an off-market transaction. The sale, executed on January 12, 2026, represents a 4.90% reduction in his stake in the Mumbai-based technology company.

Transaction Details

The off-market transaction has resulted in a substantial change in Shaikh's shareholding pattern. His total holding has decreased from 3,63,348 shares to 1,87,348 shares, marking a significant reduction in his investment position.

Regulatory Compliance

The disclosure was submitted to BSE Limited and the Board of Directors of Octaware Technologies Limited on January 13, 2026, in compliance with Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Shaikh confirmed that he does not belong to the promoter or promoter group of the company.

Company Structure

Octaware Technologies Limited maintains its equity share capital structure unchanged following this transaction. The company's total equity share capital remains at ₹3.59 crores, divided into 35,90,570 equity shares of ₹10 each. The company's shares are listed on BSE Limited under script code 540416.

Shareholding Impact

The transaction represents a significant reduction in Shaikh's stake, bringing his holding below the 10% threshold. His current 5.22% shareholding positions him as a substantial but reduced stakeholder in the technology company. The off-market nature of the transaction suggests a private arrangement between parties, avoiding market price fluctuations during the sale process.

Octaware Technologies Limited has received an open offer from Walking Tree Technologies Private Limited to acquire up to 9,34,400 equity shares, representing 26.02% of the voting capital, at ₹30 per share. This move follows a share purchase agreement where Walking Tree Technologies agreed to buy a 34.76% stake from promoter Mohammed Aslam Qudratullah Khan at ₹25 per share.

Key Details of the Open Offer

• Offer Size: Up to 9,34,400 equity shares (26.02% voting capital)
• Offer Price: ₹30 per share
• Total Offer Value: ₹2.80 crore (assuming full acceptance)
• Tendering Period: November 28 to December 11, 2025

Background and Implications

The open offer is triggered by Walking Tree Technologies' agreement to acquire a 34.76% stake (12,48,000 shares) from the promoter at ₹25 per share. This initial acquisition, valued at ₹3.12 crore, will give Walking Tree Technologies significant control over Octaware Technologies.

If fully subscribed, the open offer could increase Walking Tree Technologies' stake to a maximum of 71.92% of Octaware's voting capital, including their existing 11.14% holding acquired earlier.

Strategic Rationale

Walking Tree Technologies aims to:

1. Acquire joint control over Octaware Technologies
2. Strengthen Octaware's position in the IT sector
3. Potentially improve Octaware's business performance

Impact on Shareholding Structure

Post-offer, the shareholding structure could change as follows:

Regulatory Compliance

The acquirer has stated its commitment to comply with minimum public shareholding requirements if the public holding falls below 25% post-offer.

Additional Information

Walking Tree Technologies Private Limited has initiated the open offer to acquire up to 9,34,400 equity shares from shareholders of Octaware Technologies Limited. In compliance with SEBI takeover regulations, the pre-offer public announcement was published in newspapers on November 27, 2025.

Conclusion

This open offer represents a significant change in Octaware Technologies' ownership structure. Shareholders have until December 11, 2025, to decide whether to participate in the offer at ₹30 per share.