BSEInsider Trading / SAST1d ago · 21 Jul 2026, 03:30 pm
The Exchange has received the disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for Catalyst Trusteeship Ltd
Sadbhav Engineering Ltd · 532710
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Catalyst Trusteeship Limited has invoked a pledge over 1,83,50,000 equity shares of Sadbhav Engineering Ltd, representing 10.70% of the company's total share capital, on behalf of holders of Sadbhav Hybrid Annuity Projects Ltd debentures.
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Sadbhav Engineering Ltd - 532710 - Disclosures under Reg. 29(2) of SEBI (SAST) Regulations, 2011
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CTL/ SAST/26-27/00576 July 21, 2026
BSE LIMITED NATIONAL STOCK EXCHANGE OF INDIA LIMITED
Phiroze Jeejeebhoy Towers, – CORPORATE OFFICE
Dalal Street, Mumbai – 400001 Exchange Plaza, C-1, Block G, Bandra Kurla Complex,
Bandra (East), Mumbai – 400051
Company Name SADBHAV ENGINEERING LIMITED
Sadbhav House, Opp. Law Garden Police Chowki, Ellis
Bridge, Ahmedabad, Gujarat – 380006
Dear Sir/ Madam,
Sub: Disclosure pursuant to Regulation 29 (2) of the SEBI (Substantial Acquisition of Shares and
Takeovers) Regulations, 2011 in relation to invocation of pledge over equity shares of Sadbhav
Engineering Limited bearing ISIN: INE226H01026.
We refer to the disclosure dated September 11, 2025, made under Regulation 29(2) of the SEBI
(Substantial Acquisition of Shares and Takeovers) Regulations, 2011, in respect of invocation of pledge
over equity shares of Sadbhav Engineering Limited in favour of Catalyst Trusteeship Limited in its
capacity as the Debenture Trustee acting for the benefit of the Debenture Holder(s) of Sadbhav
Infrastructure Project Limited.
Pursuant to the disclosure required to be made under Regulation 29(2) of the SEBI (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011, please find attached a further disclosure in
respect of an encumbrance over the Invoked Shares (as defined below) held by Catalyst Trusteeship
Limited as an agent for the benefit of holders of the debentures of Sadbhav Hybrid Annuity Projects
Limited (“SHAPL Debentures”).
For Catalyst Trusteeship Limited
Authorised Signatory
Name: Deesha Srikkanth
Designation: Senior Vice President
Place: Mumbai
Date: July 21, 2026
Disclosure under Regulation 29(2) of the SEBI (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011
Name of the Target Company Sadbhav Engineering Limited (“Target Company”/ “TC”)
(TC)
Name(s) of the acquirer and Catalyst Trusteeship Limited.
Persons Acting in Concert
(PAC) with the acquirer Please refer to the Note below.
Whether the acquirer belongs No
to Promoter/Promoter group
Name(s) of the Stock BSE Limited and the National Stock Exchange of India Limited
Exchange(s) where the shares (together referred to as the “Stock Exchanges”).
of TC are Listed
Details of the acquisition as Number % w.r.t. total % w.r.t. total diluted
follows share/voting share/voting capital
capital wherever of the TC (**)
applicable (*)
Before the acquisition under
consideration, holding of:
a) Shares carrying voting 1,83,50,000 10.70% 10.11%
rights
Nil Nil Nil
b) Shares in the nature of
encumbrance (pledge/
lien/ non-disposal
undertaking/ others)
Nil Nil Nil
c) Voting rights (VR)
otherwise than by equity
shares
Nil Nil Nil
d) Warrants/ convertible
securities/ any other
instrument that entitles the
acquirer to receive shares
carrying voting rights in
the TC (specify holding in
each category)
e) Total (a+b+c+d) 1,83,50,000 10.70% 10.11%
Details of acquisition/ sale:
a) Shares carrying voting
rights acquired/ sold Nil Nil Nil
b) VRs acquired/ sold
otherwise than by shares Nil Nil Nil
c) Warrants/ convertible
securities/ any other
instrument that entitles the
acquirer to receive shares
carrying voting rights in
the TC (specify holding in
each category) acquired/
sold Nil Nil Nil
d) Shares encumbered
/invoked/released by the
acquirer 1,83,50,000 10.70% 10.11%
e) Total (a+b+c+/-d) 1,83,50,000 10.70% 10.11%
After the acquisition/ sale
holding of:
a) Shares carrying voting
rights acquired Nil Nil Nil
b) Shares encumbered with
the acquirer 1,83,50,000 10.70% 10.11%
c) VRs otherwise than by
equity shares Nil Nil Nil
d) Warrants/convertible
securities/any other
instrument that entitles the
acquirer to receive shares
carrying voting rights in
the TC (specify holding in
each category) after
acquisition Nil Nil Nil
e) Total (a+b+c+d) 1,83,50,000 10.70% 10.11%
Mode of acquisition / sale (e.g. The pledge over 1,83,50,000 equity shares of the Target Company
open market/ public issue/ bearing ISIN: INE226H01026 (“Invoked Shares”) was invoked on
rights issue/ preferential September 10, 2025. Pursuant to the terms of the restructuring of
allotment/ inter-se transfer, debentures, the Invoked Shares shall continue to be held by Catalyst
etc.) Trusteeship Limited as an agent for the benefit of holders of the
SHAPL Debentures.
Please refer to the Note below.
Date of acquisition/ sale of July 17, 2026
shares/ VR or date of receipt
of intimation of allotment of
shares, whichever is Please refer to the Note below.
applicable
Equity share capital/ total 17,15,70,800 equity shares of the Target Company (as per the
voting capital of the TC before shareholding pattern published on the BSE Limited website for the
the said acquisition/ sale* quarter ended March 31, 2026).
Equity share capital/ total 17,15,70,800 equity shares of the Target Company (as per the
voting capital of the TC after shareholding pattern published on the website of BSE Limited for
the said acquisition/ sale* the quarter ended March 31, 2026).
Total diluted share/ voting 18,15,70,800 equity shares of the Target Company (as per the
capital of the TC after the said shareholding pattern published on the website of BSE Limited for
acquisition/ sale** the quarter ended March 31, 2026).
(*) Total share capital/ voting capital is taken as per the latest filing done by the company to the Stock
Exchanges under Clause 35 of the listing agreement.
(**) Diluted share/ voting capital means the total number of shares in the TC assuming full conversion
of the outstanding convertible securities/ warrants into equity shares of the TC.
Note:
1,83,50,000 equity shares of the Target Company were pledged in favour of the debenture trustee in
relation to the non-convertible debentures issued by Sadbhav Infrastructure Project Limited which were
invoked on September 10, 2025. The disclosure in relation to such invocation was made to the Stock
Exchanges and the Target Company vide disclosure dated September 11, 2025.
This debt is being restructured within the Sadbhav Group and Catalyst Trusteeship Limited will
continue to hold and deal in the Invoked Shares for the same and in addition as an agent for CTL
Trusteeship Limited which is acting as the Debenture Trustee for the benefit of the holders of the
SHAPL Debentures).
For and on behalf of
For Catalyst Trusteeship Limited
Authorised Signatory
Name: Deesha Srikkanth
Designation: Senior Vice President
Place: Mumbai
Date: July 21, 2026