Charms Industries531327Open offer announcement
Board approves promoter change, ₹16.5 crore authorised capital, preferential shares and warrants
Board of Charms Industries met on 23rd October, 2026 and approved a change of promoters along with fresh fund-raising.
By ScoutQuest · · 3 min read
24.37%Stake acquired in share capital
- Stake Acquisition / Open Offer Trigger
- ~10 lakh shares, or 24.37% of existing share capital, to be bought by four proposed acquirers
- Preferential Equity Issue
- up to 2.45 crore equity shares at ₹2/- each (₹4.9 crore)
- Convertible Warrants
- up to 12.55 crore convertible warrants at ₹2/- each (Rs. 25.1 crore)
The board of Charms Industries Ltd met on 23rd October, 2026 and approved four linked decisions — a change in promoters, a higher authorised capital, a preferential issue of equity shares and a preferential issue of convertible warrants.
Change of promoters and open offer
- A Share Purchase Agreement dated October 23, 2026 was executed between four proposed acquirers — Mr. Mahendrabhai Gulabdas Patel, Mr. Munjal Mahendrabhai Patel, Mr. Sanjay Rameshchandra Patel and Mr. Rakesh Rameshchandra Patel — and the sellers, Mr. Shivkumar R Chauhan and Mrs. Nehalben S Chauhan, who form part of the current promoter group.
- The acquirers will acquire ~10 lakh equity shares from the sellers, equal to 24.37% of the company's existing share capital.
- This has triggered an obligation on the acquirers to make an open offer under the SEBI (SAST) Regulations, 2011.
- Once the open offer and the SPA transactions are completed, the acquirers will become the promoters and the sellers will cease to be promoters, being re-classified as public shareholders.
- The company states that the acquirers are not a related party, the transaction does not fall within related party transactions, and no restriction or liability is imposed on the listed entity.
- After completion of the transactions, the board of directors will be re-constituted.
Authorised capital
- To be increased to ₹16.5 crore, with a matching amendment to Clause V of the Memorandum of Association, subject to shareholder approval, to facilitate future fund-raising through equity shares.
Preferential issue of equity shares
- Up to 2.45 crore equity shares at an issue price of ₹2/- per equity share, aggregating ₹4.9 crore.
- The proposed promoters are among the proposed allottees, along with non-promoter individuals.
Preferential issue of convertible warrants
- Up to 12.55 crore convertible warrants at ₹2/- per warrant, aggregating up to Rs. 25.1 crore.
- Each warrant carries the right to subscribe to one fully paid-up equity share, convertible at the discretion of the holder after completion of the open offer and within the time window set out in the update.
- The warrant issue and the share issue are both subject to shareholder approval and such other approvals as may be necessary.
What happens next
- An Extra Ordinary General Meeting has been called for Monday, November 23, 2026 at 12 P.M. at the registered office to seek shareholder approval.
- The company has appointed M/s Nisarg Sharma & Associates, Practicing Company Secretaries, as scrutinizer for the remote e-voting process at the EGM.
What this means for a retail investor
- The announcement is about who controls the company: an incoming group is buying a 24.37% block from the existing promoters and will make an open offer to other shareholders as the takeover rules require.
- Two fresh issues follow. A preferential issue of shares and warrants increases the total number of shares over time, so existing holdings can be diluted once allotment and conversion happen.
- Both issues and the conversion depend on approvals and on completion of the open offer, so the effect is not immediate; the EGM notice will carry the full terms.
Also from Charms Industries
Scrip Code corrected to 531327; Board Meeting documents left unchanged
23 Oct 2026
Board approves 24.37% promoter stake sale, mandatory open offer and two preferential issues
23 Oct 2026
Board clears stake sale with open offer, preferential issue, warrants and authorised capital hike
23 Oct 2026
More numbers
- Authorised share capital after proposed increase₹16,50,00,000/-
- Equity shares to be acquired from sellers10,00,463
- Stake acquired in existing share capital24.37%
- Preferential equity shares to be issued2,45,00,000
- Issue price per equity share and per warrant₹2/-
- Aggregate preferential equity issue amount₹4,90,00,000/-
- Convertible warrants to be issued12,55,00,000
- Aggregate convertible warrant issue amountRs. 25,10,00,000/-
Source: BSE · 23 Oct 2026
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