Key Quantitative Figures

  • Offer Size: 37,70,000 Equity Shares (26.00% of equity capital)
  • Offer Price: ₹17.10 per Equity Share
  • Total Consideration (if fully accepted): ₹6,44,67,000
  • Face Value per Share: ₹10.00
  • Current Paid-up Capital: ₹14,50,00,000 (1,45,00,000 shares)
  • Partly Paid-up Shares: 2,32,500 shares (no voting rights)
  • Escrow Amount Deposited: ₹1,62,00,000 (25% of maximum consideration)

Transaction Details

  • Triggering Event: Share Purchase Agreement dated July 28, 2026 to acquire 65,91,796 shares (45.46% stake) from existing promoters at ₹9 per share (aggregate ₹5,93,26,164)
  • Acquirers: Pravin Kumar Shishodiya (Acquirer 1) and Punit Shishodiya (Acquirer 2), father-son relationship
  • Post-Offer Holding: Acquirers will hold 1,03,61,796 shares (71.46%) if offer fully accepted
  • Public Shareholding Post-Offer: 41,38,204 shares (28.54%) - compliant with minimum 25% requirement

Financial Capacity

  • Pravin Kumar Shishodiya Net Worth (as of June 30, 2026): ₹22,73,54,884 (certified by CA S.N. Gadiya)
  • Punit Shishodiya Net Worth (as of June 30, 2026): ₹16,91,16,558 (certified by CA S.N. Gadiya)
  • Financial Arrangements: Internal resources and escrow account with Kotak Mahindra Bank

Timeline

  • Public Announcement Date: July 28, 2026
  • Detailed Public Statement Date: August 3, 2026 (published in Financial Express, Jansatta, Pratahkal)
  • Offer Opening Date: September 25, 2026 (Friday)
  • Offer Closing Date: October 9, 2026 (Friday)
  • Settlement Completion By: October 26, 2026

Risk Factors

  • Offer may be withdrawn if statutory approvals are refused
  • Possible delays in payment consideration if regulatory approvals delayed
  • Over-tendering will result in proportionate acceptance
  • Physical share documents held in trust during offer period
  • No assurance on market price movement during or after offer

Target Company Financials (Audited)

| Year | Revenue (₹ Lacs) | PAT (₹ Lacs) | Net Worth (₹ Lacs) | Book Value per Share (₹) |

| 2024 | 1,099.55 | (166.64) | 1,149.10 | 7.92 |

| 2025 | 148.20 | (18.52) | 1,119.85 | 7.72 |

| 2026 | Not provided | (99.11) | 1,047.72 | 7.22 |

Settlement Procedure

  • Designated Stock Exchange: BSE
  • Buying Broker: Nikunj Stock Brokers Limited
  • Demat Shares: Tendered through stock exchange mechanism with early pay-in
  • Physical Shares: Require submission of original certificates, transfer deeds, and completed acceptance form
  • Payment: Direct payout through clearing corporation for accepted shares

Taxation

  • Securities Transaction Tax not applicable
  • Long-term capital gains taxable at 12.5% plus applicable surcharge and cess
  • Short-term capital gains taxable at normal income tax rates
  • Tax deduction at source applicable for non-resident shareholders
  • Detailed tax implications provided in Section 8.16 of document

Documents Available for Inspection

  • Net worth certificates of acquirers
  • Audited financials of target company
  • Escrow agreement with Kotak Mahindra Bank
  • Public announcement and detailed public statement
  • SEBI observation letter
  • Various consent letters and agreements