FCFrontier Capital508980Open offer announcement

Board notes and approves execution of Share Purchase Agreement for 56.07% stake; open offer to follow

Board noted and approved the execution of the Share Purchase Agreement dated 13th October, 2026 between the promoters of the company and Mr. Prafful Agarwal and Mrs. Anupam Gupta (Acquirers).

By ScoutQuest · Fri 16 Oct 2026, 4:45 PM IST · 2 min read

Stake Acquired

56.07% of the paid-up equity share capital

Shares Acquired

~93.98 lakh equity shares

Price per Share

Rs. 10/- per equity share

Board outcome

The Board of Directors met on Friday, 16th October, 2026 and, among other matters, noted and approved the execution of a Share Purchase Agreement dated 13th October, 2026 between the promoters of the company and Mr. Prafful Agarwal and Mrs. Anupam Gupta, described in the update as the Acquirer. The company itself is not a party to the agreement.

Deal size and price

• The Acquirer has agreed to acquire ~93.98 lakh equity shares, representing 56.07% of the paid-up equity share capital of the company, along with control over the company.
• The consideration is Rs. 10/- per equity share, payable in cash.
• The sellers are Mr. Anirudh Bhuwalka and M/s. Inimitable Capital Finance Private Limited, the promoters holding these shares.
• The Acquirers currently hold NIL shares in the company and have no relationship with or interest in it.

Open offer

• The proposed transaction will result in the Acquirer being required to make an open offer to the public shareholders under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
• The Board noted the proposed open offer and the intimations and updates submitted or to be submitted to SEBI and the stock exchanges.

Change in control and management

• On consummation of the transaction and successful completion of the open offer, the Acquirers will acquire control over the company and will become its promoters.
• On sale of the entire promoter shareholding, the promoter seller and other promoter group members are desirous of ceasing to be promoters and being classified in the public category under Regulation 31A (10) of SEBI (LODR) Regulations, 2015.
• The Board considered and approved the proposed changes in management and reconstitution of the Board, subject to prior approval of RBI, and reviewed the procedural requirements for applications to RBI for prior approval/noting of the change in management and control.
• After expiry of the offer period, the Acquirers will be entitled to appoint their representatives on the Board, subject to compliance with statutory laws and the terms of the SPA.

Conditions and other details

• The acquisition is subject to statutory approvals, if any, and satisfaction of the conditions precedent specified in the SPA, unless waived in accordance with the SPA.
• The company is not a party to the SPA and the update states there is no restriction or liability imposed on it.
• The transaction would not fall within related party transactions.

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