Draft Letter of Offer shared for open offer of 26% at ₹42.00 per share

A Draft Letter of Offer has been submitted to BSE for the open offer to public shareholders.

Wed 30 Sep 2026

Offer Size

up to 11,11,526 shares = 26.00% of voting capital

Offer Price

₹42.00 per share

Total Offer Value

₹4,66,84,092.00

Tendering Period

November 11, 2026 to November 25, 2026

Triggered by SPA

19,07,600 shares (44.62%) from promoter sellers at ₹42.00 each, dated September 16, 2026

What was shared

Mark Corporate Advisors Private Limited, Manager to the Offer, submitted the Draft Letter of Offer to BSE in connection with the open offer to public shareholders of the company.

Who is acquiring

• Mr. Shrikant Mitesh Bhangdiya
• Ms. Aarti Shrikant Bhangdiya
• Ms. Sonal Kirtikumar Bhangdiya

Offer terms

• Up to 11,11,526 fully paid-up equity shares of face value ₹10 each
• Representing 26.00% of voting capital
• Offer Price ₹42.00 per equity share, payable in cash
• Total offer size ₹4,66,84,092.00
• Marketable lot is 1 equity share
• Not a conditional offer; no minimum acceptance level

Why the offer arose

The acquirers entered a Share Purchase Agreement dated September 16, 2026 with promoter/promoter group sellers to acquire 19,07,600 shares, representing 44.62% of voting share capital, at ₹42.00 per share. That triggered the mandatory open offer under Regulations 3(1) and 4 of the SEBI Takeover Regulations. Among the sellers, Mr. Sant Kumar Bagrodia holds 3,54,400 shares (8.29%) and Ms. Shailja Bagrodia holds 4,03,700 shares (9.44%), both to go to Nil post transaction.

Capital structure

Existing voting capital is ₹4,27,51,000.00, made up of 42,75,100 equity shares of ₹10 each.

Indicative timeline

• Public Announcement: September 16, 2026
• Detailed Public Statement: September 23, 2026
• Draft Letter of Offer update: September 30, 2026
• Last date for SEBI observations: October 23, 2026
• Identified Date: October 27, 2026
• Independent Directors' recommendation by November 05, 2026
• Offer opens November 11, 2026, closes November 25, 2026
• Payment/return of shares by December 09, 2026

Points shareholders should note

• Prior approval of the Reserve Bank of India, Mumbai is required; other approvals, if they become applicable, could also apply.
• Acquirers may withdraw the offer under Regulation 23(1) in specified circumstances, such as final refusal of statutory approvals.
• Shares once tendered cannot be withdrawn; a lien is marked and those shares cannot be traded until formalities complete.
• If the offer is oversubscribed, acceptance is on a proportionate basis, so not all tendered shares may be accepted.
• If payment is delayed beyond the statutory period and no waiver is granted, interest at 10.00% per annum is payable to eligible shareholders.
• If public shareholding falls below 25.00%, the acquirers undertake to bring non-public holding down to 75.00% within 12 months.
• Offer price may be revised upward until one working day before the tendering period starts.

Update of the draft document with SEBI does not mean SEBI has cleared or approved it; SEBI observations are awaited as per the schedule.

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