Letter of Offer shared for Open Offer at Rs 12 per share for 26% stake; control to change hands
Letter of Offer shared for the open offer by Uday Narang to buy up to 12,22,000 shares (26.00% of voting capital) at ₹12 per share, cash.
- Acquirer
- Uday Narang
- Offer Size
- 12,22,000 equity shares (26.00% of voting capital)
- Offer Price
- ₹12 per share, cash
- Tendering Period
- October 01, 2026 to October 15, 2026
- Triggered by SPA
- 5,42,925 shares (11.55%) from promoter Dinesh Pareekh at ₹12 per share for ₹65,15,100
What was shared
Fintellectual Corporate Advisors Private Limited, the Manager to the Offer, submitted to BSE the Letter of Offer dated September 18, 2026 for the open offer to public shareholders of the company.
The offer
- Acquirer: Uday Narang
- Offer size: up to 12,22,000 fully paid-up equity shares of face value ₹10 each
- That is 26.00% of the voting share capital
- Offer price: ₹12 per share, payable in cash
- Tendering period: October 01, 2026 to October 15, 2026
- Payment of consideration to be completed by October 30, 2026
Why the offer was triggered
The acquirer entered a Share Purchase Agreement dated August 05, 2026 with promoter seller Dinesh Pareekh to acquire 5,42,925 equity shares, representing 11.55% of voting share capital, at a negotiated price of ₹12 per share, aggregating ₹65,15,100, along with acquisition of control. This is a mandatory offer under Regulation 4 of the SEBI (SAST) Regulations.
On completion of the SPA and compliance with Regulation 31A of SEBI (LODR), the acquirer will be replaced as promoter and will exercise control over management and affairs; the existing promoter and promoter group will cease to be promoter and promoter group.
Terms shareholders should note
- The offer is not conditional upon any minimum level of acceptance.
- It is not a competing offer, and there has been no competing offer.
- No statutory approvals are required as on the date of the Letter of Offer.
- Any upward revision in offer price or size can be made up to September 29, 2026.
- If shares tendered exceed the offer size, acceptance will be on a proportionate basis.
- Shares tendered cannot be withdrawn during the tendering period; they stay blocked, so holders cannot trade them meanwhile.
- Delay in payment attributable to the acquirer may attract interest at 10% per annum as directed by SEBI.
The acquirer has not acquired any other shares of the company during the 52 weeks prior to the Public Announcement. The board may be reconstituted after the offer.
How to read it
Public shareholders get a choice: tender at ₹12 per share within the tendering period, or continue holding under the new controlling shareholder. The independent directors' committee recommendation is to be published before the tendering period begins.
Also from Pasupati Fincap
Pre-Offer Public Announcement and Corrigendum: Open Offer for 12,22,000 shares at Rs. 12 per share; tendering opens October 01, 2026
30 Sep 2026
Independent Directors' Committee recommendation on open offer for 12,22,000 shares published
28 Sep 2026
More numbers
- Offer size (shares)12,22,000
- Offer size as % of voting share capital26.00%
- Offer price per share₹ 12/-
- Face value per share₹10
- Shares under Share Purchase Agreement5,42,925
- SPA stake as % of voting share capital11.55%
- SPA consideration₹65,15,100/-
- Interest on delayed payment10% per annum
- Period before PA with no other acquisition52 (Fifty-Two) week's period
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