Draft Letter of Offer shared for open offer of 12,57,048 shares (26%) at ₹27.92 per share

Draft Letter of Offer shared with BSE for an open offer by Mr. Ghanshyam Hansrajani.

Tue 29 Sep 2026

Offer Size

12,57,048 equity shares = 26.00% of equity and voting capital

Offer Price

₹27.92 per share, payable in cash

Tendering Period

November 09, 2026 to November 23, 2026

Accumulated Losses

₹616.41 lakhs as at March 31, 2026

Overdue Loans and Advances

₹363.09 lakhs

What was shared

Bonanza Portfolio Limited, as Manager to the Offer, has submitted to BSE the Draft Letter of Offer for the open offer made by Mr. Ghanshyam Hansrajani (the Acquirer) to the public shareholders of Mayur Leather Products Limited.

Offer terms

• Size: up to 12,57,048 fully paid equity shares of face value ₹10.00 each
• That is 26.00% of the fully paid up equity and voting share capital
• Offer price: ₹27.92 per equity share, payable in cash
• No differential pricing; marketable lot is 1, so shareholders may tender in whole or in part
• The offer is not conditional on a minimum level of acceptance
• If more shares are tendered than the offer size, acceptance will be on a proportionate basis

Indicative timeline

• Public Announcement: September 15, 2026
• Detailed Public Statement: September 22, 2026
• Draft Letter of Offer shared with SEBI: September 29, 2026
• Last date for upward revision of price or size: November 06, 2026
• Tendering period: November 09, 2026 to November 23, 2026
• Payment or refund completion: December 08, 2026

These dates are tentative and may change.

Why the offer arises

The offer is made under Regulations 3(1) and 4 of the SEBI (SAST) Regulations, 2011, pursuant to a Share Purchase Agreement, for substantial acquisition of shares accompanied by a change in control and management. Post the offer, the Acquirer is stated to have significant equity ownership and effective management control.

Risk factors disclosed about the company

• Accumulated losses of ₹616.41 lakhs as at March 31, 2026; no revenue from operations in FY 2025–26 and FY 2024–25; profit in FY 2025–26 came from other income; auditors highlighted material uncertainties on going concern
• Loans and advances of ₹363.09 lakhs overdue with irregular recoveries; ₹11.05 lakhs interest-free and long outstanding; ₹14.00 lakhs recovered during the year
• Substantially all fixed assets disposed of in FY 2025–26 for ₹166.73 lakhs, with assets charged to Canara Bank and no-dues/NOC documents not provided to auditors
• Borrowings from Canara Bank classified as NPA in February 2023 after defaults of approximately ₹320 lakhs in FY 2022-23; Land and Building of ₹155.16 lakhs still recognised pending DRT adjudication
• Collateral auctions: land at Plot G-1-29 for ₹35 lakhs (November 2023), land with shed at Plot H-1-24 for ₹119.31 lakhs (February 2024), and subsidiary property for ₹237 lakhs (June 2024); the company has challenged these before the DRT and the matter is sub judice
• Unpaid dividends of FY 2013–14 to FY 2015–16 not transferred to IEPF; promoter holding not fully dematerialised; delayed DPT-3 update for FY 2024–25
• Shares also listed on the Calcutta Stock Exchange but not traded there since 1999 and presently suspended; a 2004 delisting process from regional exchanges was not completed

Points for tendering shareholders

• Shares once tendered cannot be withdrawn during the tendering period; a lien is marked and those shares cannot be traded until settlement
• Delay in payment attracts interest at 10% per annum under the SAST Regulations
• Shares lying with the IEPF must first be claimed back and may not be re-credited in time to tender
• The offer may be withdrawn only in the circumstances permitted under Regulation 23(1), such as final refusal of statutory approvals or rescission of the Share Purchase Agreement

About the Acquirer

The Acquirer is stated to have over 38 years of professional experience in banking, having begun with Punjab National Bank in 1981 and retired as a Bank Manager in 2019, and is since engaged in real estate and allied activities. The document notes he does not have direct prior experience in the leather and synthetic leather industry.

The committee of independent directors of the company is scheduled to publish its recommendation on the offer by November 05, 2026.

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