ALAllcargo Logistics532749Promoter stake buy

SEBI grants exemption to Shashi Kiran Shetty Family Trust for proposed Allcargo acquisition

SEBI has granted Shashi Kiran Shetty Family Trust an exemption from open-offer requirements for a proposed acquisition of up to 51,54,24,268 shares (34.41%) of Allcargo Logistics from promoter Shashi Kiran Janardhan Shetty.

By ScoutQuest · Thu 15 Oct 2026, 3:09 PM IST · 3 min read

Shares proposed to be acquired

51,54,24,268 equity shares (34.41%)

Promoter and promoter group holding

60,33,69,203 shares (40.28%)

Public shareholding

89,44,09,266 shares (59.72%)

What was intimated

Allcargo Logistics Ltd has informed BSE and NSE about a SEBI order granting an exemption to the Shashi Kiran Shetty Family Trust (the Acquirer Trust) under Regulation 11(5) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The letter is dated October 15, 2026 and refers to SEBI order number WTM/KCV/CFD/13/2026-27 dated October 14, 2026.

The proposed transaction

The Acquirer Trust proposes to acquire up to 51,54,24,268 equity shares of the company, representing 34.41% of the total paid-up equity share capital. These shares are proposed to be acquired from Mr. Shashi Kiran Janardhan Shetty, a promoter of the company. The issued and paid-up share capital of the company is INR 299.56 crore, divided into 1,49,77,78,469 equity shares of INR 2 each.

The exemption granted is limited to the open-offer requirements under Regulations 3 and 4 of the SAST Regulations.

What the update says stays the same

• The proposed acquisition is described as an internal re-organisation of shareholding within the promoter and promoter group for family succession planning and estate consolidation.
• There will be no change in the ultimate beneficial ownership, economic interest, voting control or control of the company.
• The aggregate shareholding of the promoter and promoter group remains unchanged at 60,33,69,203 shares, or 40.28%.
• Public shareholding remains unchanged at 89,44,09,266 shares, or 59.72%.
• There is no alteration in the total equity share capital of the company.
• The update states the transaction is non-commercial, involves no cash consideration, and is strictly inter-se within the promoter and promoter group.

Before and after

• Before: Shashi Kiran Janardhan Shetty holds 51,54,24,268 shares (34.41%).
• After: Shashi Kiran Shetty Family Trust holds 51,54,24,268 shares (34.41%); Mr. Shetty's holding in his own name becomes nil.
• Other promoter entries — Arathi Shetty at 2,94,05,412 shares (1.96%), Adarsh Sudhakar Hegde at 2,87,15,463 shares (1.92%) and Shashi Kiran Janardhan Shetty on behalf of The Shloka Shetty Trust at 2,98,24,060 shares (1.99%) — remain unchanged before and after.
• Total shares remain 1,49,77,78,469.

What the Acquirer Trust is

The trust is described as an irrevocable, discretionary, private trust settled by a promoter of the company. Its trustees and beneficiaries are individual promoters, their immediate relatives or lineal descendants, and no third party has any direct or indirect interest in it.

Conditions stated in the trust deed

• The beneficial interest of the beneficiaries has not been, and will not in the future be, transferred, assigned or encumbered in any manner.
• On dissolution of the trust, assets will be distributed only to the beneficiaries or their legal heirs.
• Trustees cannot transfer or delegate their powers to anyone other than one or more of themselves.
• Any change in trustees or beneficiaries, or in ownership or control of the shares or voting rights held by the trust, is to be disclosed within 2 days to the stock exchanges, with a copy to SEBI.
• The trust will confirm compliance with the exemption order annually, to be disclosed as a note to the shareholding pattern for the quarter ending March 31 each year.
• The trust will also get its compliance status certified by an independent auditor annually and furnish the certificate to the stock exchanges for public disclosure.

How this may be read

The order allows a promoter family trust to receive a large block of promoter shares without triggering an open offer, because the trust is treated as part of the promoter group and the transaction is a re-organisation rather than a sale to a new owner. The update states that control, beneficial ownership and the aggregate promoter holding do not change, and that public shareholders are not prejudiced. The acquisition is proposed and is to be undertaken in line with the terms and conditions specified in the SEBI order.

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