Inter se promoter transfer in listed company

Dear All,

Please give your opinion for below given Quary--

1) ABC Limited is a listed Company.

XYZ Private Limited is a Promoter of "ABC Limited"

XYZ Private Limited wants to transfer its shares by way of gift or sale to Mr. P & Mrs. P who are the Director of XYZ Private Limited & also the promoter of ABC Limited. (Please note Mr. P is holding shares in ABC limited under the Promoter Category. However Mrs. P is not having any shares in ABC Limited but since Mrs. P is a wife of Mr. P she will fall under Promoter Group)

In case of ABC Limited:

This transaction will fall under inter se promoter transfer since both XYZ Pvt. Ltd & Mr. P both are the Promoters of the Company. Hence SAST Rugulation will come into the picture.

In Case of XYZ private Limited-

Can XYZ pvt. ltd can transfer its investment (i.e. shares held by it in ABC Limited) by way of sale/gift to its Directors Mr. P & Mrs. P.

What could be the procedural Formalities for such kind of transactions from the point of view of both the Companies.

Pleae suggest.

Thanks & Regards