Transaction Details

  • Acquisition Type: Strategic investment through combination of secondary acquisition and fresh equity subscription
  • Phase I Completion Date: 23rd July 2026
  • Total Investment: ₹8.32 crore
  • Stake Acquired: 33% equity share capital and voting rights
  • Number of Shares Acquired: 2,91,686 equity shares
  • Price per Share: ₹285 (Face Value ₹10 + Securities Premium ₹275)
  • Transaction Structure: Cash consideration

Target Company Information

  • Name: Aflairza Professionals Private Limited
  • Incorporation Date: 16th May 2026 (converted from M/s Aflairza Cosmetics partnership firm)
  • Business: Manufacturing, marketing and trading of beauty, cosmetics and personal care products
  • Country of Operations: India

Financial Information of Target

Predecessor Firm Turnover (M/s Aflairza Cosmetics):

  • FY 2023-24: ₹4.44 crore
  • FY 2024-25: ₹7.77 crore
  • FY 2025-26: ₹8.22 crore

Target Company Provisional Financials (16th May 2026 - 30th June 2026):

  • Revenue from operations: ₹1.47 crore

Transaction Structure and Timeline

  • Total Planned Acquisition: 51% equity stake
  • Phase I: 33% completed on 23rd July 2026
  • Phase II: Remaining stake acquisition expected by February 2027
  • Governed by: Share Purchase Agreement (SPA) and applicable transaction documents

Strategic Rationale

  • Acquisition aligns with company's existing business strategy
  • Intended to strengthen and expand presence in beauty, cosmetics and personal care segment
  • Expected to leverage operational synergies and enhance product portfolio
  • Aimed at expanding market reach and creating long-term stakeholder value
  • Business of target company is within main line of business of Recode Studios

Regulatory and Compliance Aspects

  • SEBI Regulation: Disclosure under Regulation 30 read with Para A of Part A of Schedule III
  • SEBI Circular Reference: SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January 2026
  • Related Party Transaction: Not applicable
  • Government Approvals: Not applicable

Additional Information

  • The target company was incorporated through conversion of existing partnership firm M/s Aflairza Cosmetics
  • The acquisition is being undertaken in two phases as per the Share Purchase Agreement
  • Phase I has been successfully completed as of the disclosure date

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