SEBI SAST Disclosures 2026: Reg 29 Moves in Focus

SEBI SAST filings put Regulation 29 back in focus

Stock exchange disclosures filed under SEBI’s Substantial Acquisition of Shares and Takeovers (SAST) Regulations, 2011, continue to provide investors a near-real-time view of large shareholding changes. Recent exchange data points to a Regulation 29(2) disclosure for Arvind Port and Infra Limited, alongside multiple references to disclosures and open-offer related information connected with GFL Ltd.

The filings matter because Regulation 29 is designed to flag threshold-based acquisitions or disposals by an acquirer and persons acting in concert (PACs). These disclosures are a key input for tracking promoter and large shareholder movements.

What Regulation 29 requires under the Takeover Code

The exchange material reiterates the standard triggers under Regulation 29 - Disclosure of Acquisition or Disposal of Shares. It notes two key thresholds.

First is the initial trigger, where any acquirer together with PACs acquiring 5% or more of shares or voting rights in a listed company must disclose aggregate shareholding and voting rights. Second is the subsequent change trigger, where after the 5% threshold is crossed, every change of 2% or more in shareholding or voting rights, whether increase or decrease, must also be disclosed.

The disclosure requirement continues even if the subsequent change results in the shareholding falling below 5%. The exchange note also states that disclosures must be made within 2 working days of the acquisition, disposal, or receipt of intimation of allotment.

Convertible instruments also fall within the disclosure net

The exchange summary adds that the acquisition and holding of any convertible security is to be regarded as shares for these disclosures. That means warrants or convertibles, when relevant, are included for determining whether thresholds are met.

It also references that disclosures are required in the format prescribed in the SEBI Master Circular SEBI/HO/CFD/PoD-1/P/CIR/2023/31 dated February 16, 2023.

Arvind Port and Infra: Regulation 29(2) acquisition disclosure

One transaction highlighted in the exchange table relates to ARVIND PORT AND INFRA LIMITED. The acquirer name shown is Vinit Arvind Shah.

The table lists the date of acquisition as 17-AUG-2026 to 18-AUG-2026. The quantity shown under total acquisition is 12,000 shares, with no sale quantity indicated in the same row.

The table further shows the total holding after the acquisition at 1,488,000 (as displayed in the “Total After Acquisition / Sale” column). The regulation tag attached to this line item is Reg29(2).

Broadcast timing captured in the exchange record

The same exchange entry carries a broadcast timestamp of 24-Aug-2026 16:44. It also includes an internal time table showing “Exchange Received Time” and “Exchange Dissemination Time” as 24-Aug-2026 16:44, with a time taken of 00:00:04.

For investors, these timestamps help confirm when the exchange processed and disseminated the disclosure.

GFL Ltd: Reg 29(1) disclosure and promoter-group references

The text also includes a separate line indicating: “GFL Ltd - 500173 - Disclosures under Reg. 29(1) of SEBI (SAST) Regulations, 2011”, stating that the exchange received a disclosure under Regulation 29(1) for Pavan Kumar Jain & PACs.

Separately, the material references an inter-se transfer disclosure under insider trading rules, stating that Form “C” under Regulation 7(2)(b) of SEBI (Prohibition of Insider Trading) Regulations, 2015 relates to acquisition and disposal of equity shares of GFL Limited by members of the promoter group, pursuant to an inter-se transfer of shares from Mr. Vivek Kumar Jain to Mr. Pavan Kumar Jain.

Open-offer related details included in the text

The provided text also contains open-offer style details for GFL. It states that as on the date of the public announcement, the acquirer holds 21,70,000 fully paid-up equity shares of GFL, representing 26.46% of the total equity capital.

It further states the acquirer is making an offer to acquire 13,14,010 equity shares, representing 20.00% of the total voting equity shares capital, at a price of Rs. 3.68 per equity share payable in cash. The text also states there are no persons acting in concert (PACs) in respect of this offer, and that it is not a competitive bid.

Additional regulatory references: Regulation 10(5) note

The document also contains a generic exchange note that it has received a disclosure under Regulation 10(5) in respect of acquisition under Regulation 10(1)(a) of SEBI (SAST) Regulations, 2011. However, the provided extract does not include transaction-level details for this specific Regulation 10(5) reference.

Key facts table from the exchange extract

Market data snippets quoted for GFL Ltd

The extract also includes quoted market data for GFL Ltd, including: current price ₹55.41 and market capitalization ₹608.68. A separate snippet lists Market Cap ₹670 Cr and Current Price ₹61.0.

Because these figures are presented as separate lines in the provided text, readers should treat them as snapshot values from different points or sources within the compilation, rather than a single reconciled dataset.

Why these disclosures matter for investors

Regulation 29 disclosures are a primary tool for tracking when an acquirer crosses 5%, and when subsequent 2% changes happen thereafter. In practice, they help investors monitor movements by promoters, strategic investors, and other large holders.

The Arvind Port and Infra line item is a straightforward example of a Reg 29(2) filing tied to a specific acquisition window and a stated post-transaction holding. The GFL references show how the exchange compilation can include multiple regulatory touchpoints at once, including takeover-code disclosures and additional compliance filings around promoter-group transfers.

What to watch next

The exchange compilation indicates ongoing compliance reporting under the SEBI (SAST) Regulations, 2011, last amended on December 5, 2025 as referenced in the text. Investors tracking these counters typically watch for subsequent filings that clarify cumulative holdings, changes in promoter group positions, and any further open-offer process updates when applicable.