Frontier Capital508980Open offer announcement

Promoters agree to sell 56.07% via SPA; open offer made for 26.00% at ₹10.20 per share

Promoters of Frontier Capital Ltd have signed an SPA to sell 56.07% to Mr. Prafful Agarwal and Mrs. Anupam Gupta.

By ScoutQuest · Tue 13 Oct 2026, 6:43 PM IST · 2 min read

56.07%Stake in equity and voting share capital

Stake in equity and voting share capital: 56.07%.

Stake Sale Percentage: 56.07%
Shares Sold at ₹10/- each: 93,98,455 equity shares at ₹10/- each
Open Offer Size and Price: 43,58,163 shares (26.00% on a fully diluted basis) at ₹10.20/- per share

Promoter exit and new owners

Frontier Capital Ltd has informed BSE that Mr. Prafful Agarwal and Mrs. Anupam Gupta (the Acquirers) have entered into a Share Purchase Agreement dated October 13, 2026 with the promoters — Mr. Anirudh Bhuwalka and M/s. Inimitable Capital Finance Private Limited. The company itself is not a party to this agreement.

What is being bought

The promoters have agreed to sell 93,98,455 equity shares, which works out to 56.07% of the equity and voting share capital, along with control over the company.
The consideration is ₹10/- per equity share, in cash.
The transaction is subject to statutory approvals, if any, and to the conditions set out in the agreement, unless those are waived in line with the agreement.
The agreement is dated October 13, 2026, and a copy of it was received by the company on the same date.

Why an open offer follows

Because the Acquirers would hold voting rights of more than 25% along with control, an open offer has been made to the public shareholders.

Size of the open offer: 43,58,163 fully paid-up equity shares of face value ₹10/- each.
That is 26.00% of the total equity and voting share capital on a fully diluted basis, as of the tenth working day from the closure of the tendering period of the open offer.
Open offer price: ₹10.20/- per equity share, payable in cash.

What changes afterwards

On completion of the transaction and after successful completion of the open offer, the Acquirers will acquire control of the company and will become its promoters.
On sale of the entire shareholding of the promoter sellers, they intend to cease to be members of the promoter and promoter group and to be reclassified into the public category.
The Acquirers will be entitled to appoint their representatives on the board of directors after expiry of the offer period.

Other points stated

The target company is not a party to the SPA, and the update states that no restriction or liability is imposed on the company.
The transaction would not fall within related party transactions.

Points to track

Completion is linked to the conditions in the agreement, including the successful completion of the open offer.
The update states that the Acquirers will become promoters and the seller group will be reclassified into the public category only after the transaction is consummated.

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