Key Quantitative Figures

  • Offer Size: 22,88,000 equity shares (26% of total voting share capital)
  • Offer Price: ₹15 per fully paid-up equity share of face value ₹10
  • Total Consideration: ₹3,43,20,000 (assuming full acceptance)
  • Escrow Amount Deposited: ₹90,00,000 (more than 25% of total consideration)
  • Current Promoter Holding: 13,70,070 shares (15.57%) being sold to acquirer
  • Post-Offer Public Shareholding: 51,41,930 shares (58.43%) from current 74,29,930 shares (84.43%)
  • Market Price Reference: Closing market price on BSE was ₹13.42 per share on August 21, 2026
  • Target Company Paid-up Capital: ₹8,80,00,000 divided into 88,00,000 equity shares

Dates of Action

  • Public Announcement Date: July 23, 2026
  • Detailed Public Statement Publication: July 30, 2026
  • Draft Letter of Offer Filing: August 06, 2026
  • Identified Date: August 19, 2026 (for determining eligible shareholders)
  • Offer Opening Date: September 03, 2026
  • Offer Closing Date: September 17, 2026
  • Last Payment Date: October 01, 2026 (10 working days after offer closure)

Parties Involved

  • Acquirer: Karronn Naresh Bajaj (individual)
  • Target Company: Mitshi India Limited
  • Sellers: Kumar V Shah (8,27,360 shares) and Deepa Kumar Shah (5,42,710 shares)
  • Manager to Offer: Srujan Alpha Capital Advisors LLP
  • Registrar to Offer: Adroit Corporate Services Private Limited
  • Escrow Bank: Kotak Mahindra Bank Limited
  • Buying Broker: Nikunj Stock Brokers Limited

Financial Arrangements

  • Acquirer's certified net worth: ₹638.17 lakhs as of July 20, 2026
  • Escrow account "MITSHI OPEN OFFER ESCROW ACCOUNT" maintained with Kotak Mahindra Bank
  • Funds sourced from acquirer's cash and cash equivalents
  • Financial adequacy certified by KVNG & Associates

Procedure Details

  • Settlement through BSE's stock exchange mechanism (acquisition window)
  • Marketable lot: 1 share
  • No minimum acceptance condition
  • No competing offers as of date
  • Physical share tendering permitted with specific documentation requirements
  • Proportionate acceptance if oversubscribed

Risk Factors

  • Offer may be withdrawn if statutory approvals are refused or acquirer dies
  • Delayed payment may occur if statutory approvals are pending
  • Market price fluctuations during offer period
  • No assurance of acceptance of all tendered shares
  • Non-resident shareholders require RBI approvals for transfer

Target Company Financials (Audited)

  • FY2026 Revenue: ₹277.48 lakhs; Profit after tax: ₹0.69 lakhs
  • FY2025 Revenue: ₹457.67 lakhs; Profit after tax: ₹3.56 lakhs
  • FY2024 Revenue: ₹2,023.69 lakhs; Profit after tax: ₹12.11 lakhs
  • Net worth: ₹272.79 lakhs (March 31, 2026)
  • Business: Trading and Distribution of Agriculture Products

Capital Structure Impact

  • Pre-offer acquirer holding: 0 shares
  • Post-SPA acquisition: 13,70,070 shares (15.57%)
  • Post-open offer (full acceptance): 36,58,070 shares (41.57%)
  • Promoters will cease to be promoters post-transaction
  • Minimum public shareholding requirement: 41.57% post-offer meets minimum requirements

Additional Information

  • Equity shares are infrequently traded on BSE (9.21% turnover in preceding 12 months)
  • Target company has paid SOP fines of ₹11.71 lakhs to BSE for SEBI LODR non-compliances
  • Valuation justification: Offer price of ₹15 is higher than independent valuation of ₹3.10 per share
  • Tax implications detailed for shareholders in the documentation