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INDOSOLAR LIMITED — Capital/Financing Update 2025
Jul 9, 2025
62435_rns_2025-07-09_9350a0a0-bfae-451d-b11c-b5fd646aa550.pdf
Capital/Financing Update
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THIS NOTICE (AS DEFINED HEREIN) IS NOT FOR RELEASE, PUBLICATION AND/OR DISTRIBUTION IN AND/OR INTO THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA, OR THE DISTRICT OF COLUMBIA (TOGETHER, THE “UNITED STATES”) OR ANY “OTHER JURISDICTIONS” (AS DEFINED HEREIN). FOR FURTHER INFORMATION, SEE “IMPORTANT INFORMATION” HEREIN.
The Managing Director BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 India
The Managing Director National Stock Exchange of India Ltd Exchange Plaza, Plot no. C/1, G Block, Bandra Kurla Complex, Bandra (East) Mumbai 400 051, India
Date: July 9, 2025
Dear Sir/Madam,
Subject: Notice of Offer for Sale of equity shares of face value of ₹ 10 each (“Equity Shares”) of Indosolar Limited (the “Company”) by its Promoter, Waaree Energies Limited (“Seller”), through the stock exchange mechanism (the “Notice”)
We hereby notify you that the Seller proposes to sell up to 10,00,000 (Ten Lakh) equity shares of face value Rs. 10 each of the Company (representing 2.40% of the total paid-up equity share capital of the Company) on July 10, 2025 ("T- day") (for Non-Retail Investors only) and on July 11, 2025 ("T+1 Day") (for retail Investors), hereinafter be referred to as "Sale Shares" .
The Sale Shares are proposed to be sold in accordance with:
We refer to paragraph 19.1.5.2 of chapter 1 of the master circular for stock exchanges and clearing corporations bearing reference number SEBI/HO/MRD2/PoD-2/CIR/P/2024/00181 dated December 30, 2024 (the "SEBI OFS Circular" ) and applicable notice and circular, Stock Exchanges (as defined hereinunder) from time to time in this regard, including the applicable notices and circulars issued by BSE and NSE (together, the “Stock Exchanges” ) from time to time in this regard, including (a) “Revised Operational Guidelines for Offer for Sale (OFS) Segment” issued by BSE vide its notice bearing no. 20240701-19 dated July 1, 2024 (“BSE OFS Circular”) and, to the extent applicable, the previous notices issued by BSE in this regard; and (b) “Revised operating guidelines of Offer for Sale” issued by NSE by way of its circular bearing no. 93/2024 dated July 12, 2024 and, to the extent applicable, the previous circulars issued by NSE in this regard (“NSE OFS Circular” , together with the BSE OFS Circular, the “Stock Exchange Circulars” and together with the SEBI OFS Circular, the “OFS Guidelines”)
The OFS shall be undertaken exclusively through the Seller's Broker (defined later) on a separate window provided by the Stock Exchanges for this purpose.
WAAREE Energies Ltd. Registered Office: 602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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The OFS is being undertaken by the Seller for achieving the public shareholding in the Company, as prescribed under the first proviso to the Rule 19A(5) of the Securities Contracts (Regulation) Rules, 1957 and Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Offer for Sale is one of the permissible methods that has been prescribed by SEBI by way of master circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, as an acceptable method for achieving public shareholding criteria.
This Notice is being issued to the Stock Exchanges, pursuant to Clause 19.1.5.2 of the SEBI OFS Circular to announce the intention of the Seller to undertake the OFS and contains important details with respect to the OFS. Bidders and prospective investors as well as their brokers are requested to read the entire contents of this Notice, along with the SEBI OFS Circular, before participating in the OFS.
The Seller has appointed Antique Stock Broking Limited as the “Sellers’ Broker".
Other important information in relation to the Offer is set out below under the heading “ Important Information ”, and the information included therein constitutes an integral part of the terms and conditions of the Offer.
| Sr. No. Details required to be mentioned in the Notice Particulars of the Offer |
Sr. No. Details required to be mentioned in the Notice Particulars of the Offer |
|---|---|
| 1. Name of the Seller (Promoter / Promoter Group) Waaree Energies Limited |
|
| 2. Name of the company whose shares are proposed to be sold Name:Indosolar Limited |
|
andISIN ISIN: |
INE866K01023 |
| 3. Name of the stock exchange where orders shall be placed BSE and NSE |
|
| 4. Name of the designated stock exchange BSE |
|
| 5. Name of the designated clearing corporation National Clearing Limited |
|
| 6. Dates and time of the opening and closing of the Offer The Offer shall take place on a separate window of the Stock Exchanges on July 10, 2025 (“T” day) and July 11, 2025 (“T+1” day), from 9:15 a.m. to 3:30 p.m. (Indian Standard Time) on both days, as per details given below. For non-Retail Investors (defined below) Only non-Retail Investors shall be allowed to place their bids on T day, i.e., July 10, 2025 The Offer shall take place during trading hours on a separate window of the Stock Exchanges on T |
WAAREE Energies Ltd. Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details required to be | Particulars of the Offer |
|---|---|---|
| No. | mentioned in the Notice | |
| day, i.e., July 10, 2025 commencing at 9:15 a.m. | ||
| and shall close at 3:30 p.m. Indian Standard Time | ||
| on the same date. | ||
| On the T Day, the non-Retail Investors may | ||
| indicate their willingness to carry forward their un- | ||
| allotted bids to T+1 Day (defined below) for | ||
| allocation to them in the unsubscribed portion of | ||
| Retail Category (defined below). | ||
| Only non-Retail Investors shall be allowed to place | ||
| their bids on T Day, i.e. July 10, 2025. | ||
| For Retail Investors (defined below) and for | ||
| non-Retail Investors who choose to carry | ||
| forward their un-allotted bids to T+1 Day | ||
| The Offer shall continue to take place during | ||
| trading hours on a separate window of the Stock | ||
| Exchanges on T+1 day, i.e. July 11, 2025 | ||
| commencing at 9:15 a.m. and shall close on the | ||
| same date at 3:30 p.m. Indian Standard Time on | ||
| the same date. |
| Only Retail Investors (defined below) shall be | ||
|---|---|---|
| allowed to place their bids on T+1 day, i.e., July 11, | ||
| 2025. Further, those non-Retail Investors who | ||
| have placed their bids on T day and have chosen | ||
| to carry forward their unallotted bids to T+1 day, | ||
| shall be allowed to revise their bids on T+1 day as | ||
| per the OFS Guidelines. | ||
| (T Day and T+1 Day, collectively referred to as | ||
| “Offer Dates”) | ||
| 7. | Allocation methodology | The allocation shall be at or above the Floor Price |
| (defined below) on a price priority basis at multiple | ||
| clearing prices in accordance with the OFS | ||
| Guidelines except in case of Retail Investors, who | ||
| shall have an option to bid at or above the Cut-Off | ||
| Price (defined below). | ||
| No single bidder, other than mutual funds | ||
| registered with SEBI under the SEBI (Mutual | ||
| Funds)Regulations,1996,as amended(“Mutual |
WAAREE Energies Ltd.
Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details required to be | Particulars of the Offer |
|---|---|---|
| No. | mentioned in the Notice |
Funds ”) and insurance companies registered with the Insurance Regulatory and Development Authority under the Insurance Regulatory and Development Authority Act, 1999 as amended (“ Insurance Companies ”), shall be allocated more than 25% of the Offer Shares.
Non-Retail Category Allocation Methodology
The non-Retail investors shall have an option to carry forward their un-allotted bids from T day to T+1 day provided such non-Retail Investors choosing to carry forward their un-allotted bids to T+1 day are required to indicate their willingness to carry forward their un-allotted bids. Further, such non-Retail Investors can also revise their bids on T+1 day in accordance with the OFS Guidelines. Any unsubscribed portion of the Non-Retail Category after allotment shall be eligible for allocation to the Retail Category. The allocation to the Non-Retail Category shall be at a price equal to the Cut-Off Price or higher as per bids. A Minimum of 25% of the Offer Shares shall be reserved for Mutual Funds and Insurance Companies subject to receipt of valid bids at or above the Floor Price (defined below). In case of any under subscription by Mutual Funds and Insurance Companies, the unsubscribed portion shall be available to other bidders in the Non-Retail Category. In case of oversubscription in the non-Retail Category on T+1 Day, if the aggregate number of Offer Shares bid for at a particular clearing price is more than available quantity then allocation for such bids will be done on a proportionate basis.
Retail Category Allocation Methodology For the purpose of this Notice, Retail Investor shall mean an individual investor who places bids for
WAAREE Energies Ltd. Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details required to be | Particulars of the Offer |
|---|---|---|
| No. | mentioned in the Notice | |
| Offer Shares of total value of not more than | ||
| ₹200,000 (Rupees Two Lakhs) (“Retail Investor”). | ||
| 10% of the Offer Shares shall be reserved for | ||
| allocation to Retail Investors subject to receipt of | ||
| valid bids (“Retail Category”). The Stock |
||
| Exchanges will decide the quantity of Offer Shares | ||
| eligible to be considered in the Retail Category, | ||
| based on the Floor Price (defined below) declared | ||
| by the Seller. | ||
| A Retail Investor may enter a price bid or opt for | ||
| bidding at the cutoff price("Cut-off Price"). For | ||
| this purpose, Cut-off Price means the lowest price, | ||
| as shall be determined, based on all valid bids | ||
| received on T Day, at which all the Offer Shares | ||
| get sold in the Non-Retail Category on the T Day. | ||
| In case of under subscription in the non-Retail | ||
| Category, the Retail Investors shall be allowed to | ||
| place their bids at Floor Price on T+1 Day | ||
| In case of oversubscription in the Retail Category, | ||
| if the aggregate number of Offer Shares bid for at | ||
| a particular clearing price / Cutoff Price, as the | ||
| case may be, is more than the available number of | ||
| Equity Shares, then the allocation for such bids will | ||
| be done on a proportionate basis at such clearing | ||
| price (at or above the Cut-off Price) as the case | ||
| may be | ||
| Any unsubscribed portion of the Retail Category, | ||
| after allotment to Retail Investors, shall be eligible | ||
| for allocation to non-Retail Investors who have | ||
| chosen to carry forward their un-allotted bids to | ||
| T+1 day. The non-Retail Investors are required to | ||
| indicate their willingness to carry forward their bid | ||
| on T day. | ||
| 8. | Total number of Equity Shares | Up to 10,00,000 Equity Shares, representing |
| being offered in the Offer | 2.40% of the total paid up equity share capital of | |
| the Company (the“Offer Size”). | ||
| 9. | Maximum number of shares | Nil |
| the Seller may choose to sell | ||
| over and above made at point | ||
| 8 above |
WAAREE Energies Ltd. Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details | Details | required to be | required to be | required to be | Particulars of the Offer |
|---|---|---|---|---|---|---|
| No. | mentioned in the Notice | |||||
| 10. | Name | of | the broker(s) | on | Antique Stock Broking Limited (Broker Code: BSE | |
| behalf | of |
the | Seller | (the | – 119, NSE-12987) | |
| “Seller’s Broker”) | ||||||
| 11. | Floor Price | The price for the Offer shall be at ₹265 (Rupees | ||||
| Two Hundred and Sixty-Five only) per Equity | ||||||
| Share (“Floor Price”). | ||||||
| The Stock Exchanges are required to ensure that | ||||||
| the Floor Price is immediately informed to the | ||||||
| market. | ||||||
| 12. | Retail | Discount | Nil | |||
| 13. | Conditions | for withdrawal of | The Seller reserves the right to not proceed with | |||
| the Offer | the Offer at any time prior to the time of opening of | |||||
| the Offer on T Day. In such a case, there shall be | ||||||
| a cooling off period of 10 trading days from the date | ||||||
| of withdrawal before another offer for sale through | ||||||
| stock exchange mechanism is made. The Stock | ||||||
| Exchanges shall suitably disseminate details of | ||||||
| such withdrawal. | ||||||
| 14. | Conditions | for cancellation of | In the event the aggregate number of orders | |||
| the Offer | received from non-Retail Investors in the Offer at | |||||
| or above the Floor Price on T day is not sufficient, | ||||||
| the Seller reserves the right to cancel the Offer, | ||||||
| post bidding, in full (for both non-Retail Investors | ||||||
| and Retail Investors) and not proceed with the | ||||||
| Offer on T+1 day. | ||||||
| Cancellation request for bidding from the Seller will | ||||||
| be accepted up to 5:00 p.m. on T day by the Stock | ||||||
| Exchanges. | ||||||
| In case of defaults in settlement obligations, the | ||||||
| Seller reserves the right to either conclude the | ||||||
| Offer, to the extent of valid bids received, or cancel | ||||||
| the Offer in full. In such cases, the decision to either | ||||||
| conclude or cancel the Offer shall be at the sole | ||||||
| discretion of the Seller. | ||||||
| 15. | Conditions | for participating in | 1. Non-institutional investors bidding in the non- | |||
| the Offer | Retail Category shall deposit 100% of the bid | |||||
| value in cash up-front with the clearing | ||||||
| corporation at the time of placing bids for the | ||||||
| Offer. |
WAAREE Energies Ltd. Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details required to be | Particulars of the Offer |
|---|---|---|
| No. | mentioned in the Notice | |
| 2. Institutional investors have an option of placing | ||
| bids without any upfront payment. In case of | ||
| institutional investors who place bids with | ||
| 100% of the bid value deposited upfront, | ||
| custodian confirmation shall be provided within | ||
| trading hours. In case of institutional investors | ||
| who place bids without depositing 100% of the | ||
| bid value upfront, custodian confirmation shall | ||
| be as per the existing rules for secondary | ||
| market transactions and OFS Guidelines. In | ||
| case of institutional investors who carry | ||
| forward their unallotted bids from T day to T + | ||
| 1 day, custodian confirmation shall be as per | ||
| the existing rules for secondary market | ||
| transactions and OFS Guidelines. | ||
| 3. In respect of bids in the Retail Category, | ||
| margin for bids placed at cut-off price, shall be | ||
| at the Cut-Off Price determined based on the | ||
| bids received on T day and for price bids at the | ||
| value of the bid. Clearing Corporation shall | ||
| collect margin to the extent of 100% of order | ||
| value in cash or cash equivalents at the time of | ||
| placing bids. Pay-in and pay-out for bids by | ||
| Retail Investors shall take place as per normal | ||
| secondary market transactions. | ||
| 4. Retail Investors may enter a price bid or opt for | ||
| bidding at the Cut-Off Price. ln case of under | ||
| subscription in the non-Retail Category, the | ||
| Retail Investors shall be allowed to place their | ||
| bids at the Floor Price. | ||
| 5. The funds collected shall neither be utilized | ||
| against any other obligation of the trading | ||
| member nor co-mingled with other segments. | ||
| 6. Individual investors shall have the option to bid | ||
| in the Retail Category and/ or the non-Retail | ||
| Category. However, if the cumulative bid value | ||
| by an individual investor across the Retail | ||
| Category and the non-Retail Category exceeds | ||
| ₹200,000, the bids in the Retail Category will | ||
| become ineligible. Further, if the cumulative bid | ||
| value by an individual investor intheRetail |
WAAREE Energies Ltd.
Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details required to be | Particulars of the Offer |
|---|---|---|
| No. | mentioned in the Notice | |
| Category across BSE and NSE exceeds | ||
| ₹200,000, such bids shall be rejected. | ||
| 7. Modification or cancellation of orders |
(a) Orders placed by Retail Investors ((with 100% of the bid value deposited upfront) can be modified or cancelled any time during the trading hours on T+1 day. (b) Orders placed by institutional investors and by non-institutional investors, with 100% of the bid value deposited upfront: Such orders can be modified or cancelled any time during the trading hours on T day, and in respect of any unallotted bids which they have indicated to be carried forward to T+1 day, orders can be modified on T+1 day in accordance with the OFS Guidelines; (c) Orders placed by institutional investors without depositing 100% of the bid value upfront: Such orders cannot be modified or cancelled by the investors or stockbrokers, except for making upward revision in the price or quantity any time during the trading hours on T day, and in respect of any un-allotted bids which they have indicated to be carried forward to T+1 day, orders can be modified (only by making upward revision in the price or quantity) on T+1 day in accordance with the OFS Guidelines.
In case of any permitted modification or cancellation of the bid, the funds shall be released / collected on a real-time basis by the clearing corporation. 8. Bidder shall also be liable to pay any other fees, as may be levied by the Stock Exchanges, including securities transaction tax, exchange turnover charges, SEBI fees and applicable stamp duty.
WAAREE Energies Ltd.
Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details required to be | Particulars of the Offer |
|---|---|---|
| No. | mentioned in the Notice | |
| 9. Multiple orders from a single bidder shall be | ||
| permitted, subject to the conditions prescribed | ||
| in paragraph 6 above. | ||
| 10. In case of default in pay-in by any bidder, an | ||
| amount aggregating to 10% of the order value | ||
| shall be charged as penalty from the investor | ||
| and collected from the broker. This amount | ||
| shall be credited to the Investor Protection | ||
| Fund of the Stock Exchanges. | ||
| 11. The Equity Shares of the Company other than | ||
| the Offer Shares shall continue trading in the | ||
| normal market. However, in case of market | ||
| closure due to incidence of breach of “Market | ||
| wide index-based circuit filter”, the Offer shall | ||
| also be halted. | ||
| 16. | Settlement | 1. Settlement shall take place on a trade for trade |
| basis. For bids received from non-Retail | ||
| Category on T day, being non-institutional | ||
| investors and institutional investors who place | ||
| orders with 100% of the order value deposited | ||
| upfront, settlement shall take place on T+1 | ||
| Day, in accordance with the OFS Guidelines. In | ||
| the case of institutional investors who place | ||
| bids on T Day without depositing 100% of the | ||
| order value upfront, settlement shall be as per | ||
| the existing rules for secondary market | ||
| transactions (i.e., on T+1 day). | ||
| 2. For the bids received on T+1 Day from non- | ||
| Retail Investors who choose to carry forward | ||
| their un-allotted bids to T+1 day with 100% of | ||
| the order value deposited upfront, the |
||
| settlement shall take place on T+2 Day. | ||
| 3. For the bids received on T+1 Day from the | ||
| Retail Category, the settlement shall take place | ||
| on T+2 Day. | ||
| 4. For the bids received on T+1 Day from the non- | ||
| Retail Investors who choose to carry forward | ||
| their un-allotted bids to T+1 day without |
WAAREE Energies Ltd. Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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| Sr. | Details required to be | Particulars of the Offer |
|---|---|---|
| No. | mentioned in the Notice | |
| depositing 100% of the order value upfront, the | ||
| settlement shall take place on T+2 day. | ||
| 5. Funds collected from the Bidders who have not | ||
| been allocated equity shares shall be released | ||
| after the download of the obligation. |
IMPORTANT INFORMATION
The Offer is directed personally to each prospective bidder (including individuals, funds or otherwise) registered with the broker of the Stock Exchanges who makes a bid (each a “ Bidder ”) and neither the Offer nor this Notice constitutes an offer to sell or invitation or solicitation of an offer to buy, to the public, or to any other person or class of persons requiring any prospectus or offer document to be issued, submitted to or filed with any regulatory authority or to any other person or class of persons within or outside India.
The Offer is being made in reliance on the OFS Guidelines and subject to the guidelines, circulars, rules and regulation of the Stock Exchanges. There will be no “ public offer ” of the Offer Shares in India under the applicable laws in India including the Companies Act, 2013, and the rules and clarifications issued thereunder, as amended from time to time (the “ Companies Act ”) or in any other jurisdiction. Accordingly, no documents have been or will be prepared, registered or submitted for approval as a “prospectus” or an “offer document” with the Registrar of Companies in India and/or SEBI and/or the Stock Exchanges or any other statutory/regulatory/listing authority, in India or abroad, under the applicable laws in India including the Companies Act, the Securities and Exchanges Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended and no such document will be circulated or distributed to any person in any jurisdiction, including in India.
Each Bidder shall be deemed to acknowledge and agree that any buy order or bid shall be made solely on the basis of publicly available information and any information available with SEBI, the Stock Exchanges, on the Company’s website or otherwise in the public domain, together with the information contained in this Notice. The Offer is subject to further terms set forth in the contract note to be provided to the successful Bidders.
This Notice is for information purposes only and is neither an offer nor invitation to buy or sell nor a solicitation of an offer to buy to sell any securities, nor shall there be any sale of securities in any jurisdiction ("Other Jurisdiction") in which such offer, solicitation or sale is or may be unlawful whether prior to registration or qualification under the securities laws of any such jurisdiction or otherwise. This Notice and the information contained herein are not for publication or distribution, directly or indirectly. to persons in any Other Jurisdiction unless permitted pursuant to an exemption under the relevant local law or regulation in any such jurisdiction. Prospective Bidders should seek appropriate legal advice prior to participating in the Offer.
WAAREE Energies Ltd. Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463
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This Notice or information contained herein is not for release, publication or distribution in the United States of America, its territories and possessions, any state of the United States of America, and the District of Columbia (together, the "United States") , and is neither an offer to sell nor a solicitation of an offer to buy any securities of the Company in the United States. The Offer Shares have not been and will not be registered under the U.S. Securities Act of 1933 ("Securities Act") and may not be offered or sold in the United States except in transactions exempt from the registration requirements of the Securities Act. The Offer Shares will be offered outside the United States through offshore transactions in reliance upon Regulations under the Securities Act. The purchasers of Offer Shares are hereby advised that any resale of such shares must be made in accordance with the registration requirements of the securities laws in the United States.
By submitting a bid in connection with the Offer or receiving the Offer Shares, each Bidder and any broker acting on such Bidder's behalf will be deemed to have (a) read and understood this Notice in its entirety. (b) Accepted and complied with the terms and conditions set out in this Notice; and (e) represented, Agreed and acknowledged that such Bidder is, and at the time the Offer Shares are purchased, will be, the beneficial owner of such Offer Shares, not an affiliate of the Company or a person acting on behalf of such an affiliate and located outside the United States and purchasing such Offer Shares in reliance upon Regulations.
Except for the Seller’s Brokers, no broker may solicit bids for the Offer Shares or accept orders for bids for the Offer Shares from persons in the United States.
By submitting a bid on behalf of a buyer in connection with the Offer, each broker will also be deemed to have represented, agreed and acknowledged that it is located outside the United States and that none of the broker, its affiliates and all persons acting on its or their behalf has (a) engaged or will engage in any "directed selling efforts" (as defined in Regulation S under the Securities Act) in connection with the offer or sale of the Offer Shares, (b) engaged or will engage in any form of general solicitation or general advertising (each, within the meaning of Regulation D under the Securities Act) in connection with the offer or sale of the Offer Shares and (c) offered or will offer and sell the Offer Shares except outside the United States in reliance upon Regulation.
Thanking You,
Yours faithfully,
Waaree Energies Limited
RAJESH Digitally signed by RAJESH GHANSHYAM GHANSHYAM GAUR Date: 2025.07.09 16:39:01 GAUR +05'30' ____
Rajesh Ghanshyam Gaur Company Secretary & Compliance Officer M.No. A34629
WAAREE Energies Ltd. Registered Office:
602, Western Edge – 1, Western Express Highway, Borivali (E), Mumbai – 400 066, INDIA. Tel: +91-22-6644 4444. Fax: +91-22-6644 4400.
Email: [email protected]:www.waaree.com Corporate Identity Number: L29248MH1990PLC059463