Key Quantitative Figures

  • Offer Size: 28,63,354 equity shares representing 26.00% of voting capital
  • Offer Price: ₹21.00 per equity share
  • Total Consideration: ₹6,01,30,434.00 (assuming full acceptance)
  • Face Value of Shares: ₹10.00 each
  • Escrow Amount: ₹6,01,30,434.00 (100% of total consideration) deposited with Axis Bank Limited
  • Target Company Paid-up Capital: ₹11,01,29,000 comprising 1,10,12,900 equity shares

Dates of Action

  • Public Announcement Date: June 02, 2026
  • Detailed Public Statement Date: June 09, 2026
  • Draft Letter of Offer Filing: June 16, 2026
  • Identified Date: July 10, 2026 (for determining eligible shareholders)
  • Tentative Offer Opening: July 31, 2026
  • Tentative Offer Closing: August 13, 2026
  • Settlement Completion: By August 31, 2026
  • Post-Offer Report Filing: September 07, 2026

Parties Involved

Acquirers:

  • Mr. Chennupati Sarath Kumar (Acquirer 1)
  • Mr. Vasireddy Sivanag (Acquirer 2)
  • Ancla Technology Solutions India Private Limited (Acquirer 3)

Manager to Offer: Rarever Financial Advisors Private Limited (SEBI Reg. No.: INM000013217)

Registrar to Offer: Mudra RTA Ventures Private Limited (SEBI Reg. No.: INR000004413)

Escrow Bank: Axis Bank Limited

Buying Broker: Nikunj Stock Brokers Limited

Promoter Sellers: Mr. Shahid Hafiz Khan, Mr. Shahwar Hafiz Khan, Mrs. Sharifa Bano, Mr. Kaleemullah Khan, Mr. Farhan Sikandar Khan, Mr. Sikandar Hafiz Khan, and 7 corporate entities

Transaction Background

This mandatory open offer is triggered by a Share Purchase Agreement (SPA) dated June 02, 2026 between the Acquirers and Promoter Sellers for acquisition of 59,55,815 equity shares representing 54.08% of voting capital at ₹21.00 per share, aggregating to ₹12,50,72,115.00.

Breakdown of SPA Acquisition:

  • Acquirer 1: 32,00,000 shares (₹6,72,00,000)
  • Acquirer 2: 6,00,000 shares (₹1,26,00,000)
  • Acquirer 3: 21,55,815 shares (₹4,52,72,115)

Financial Arrangements

  • Entire offer consideration of ₹6,01,30,434.00 deposited in escrow with Axis Bank Limited
  • Acquirers have certified net worth: Acquirer 1 - ₹9,92,35,911, Acquirer 2 - ₹3,05,34,026, Acquirer 3 - ₹8,99,53,000 (as of May 23, 2026)
  • No borrowings required for the offer implementation

Post-Offer Impact

  • Upon full acceptance, Acquirers will hold 88,19,169 shares (80.08% of voting capital)
  • Public shareholding may fall below 25% requirement, necessitating compliance within 12 months as per SEBI (LODR) Regulations
  • Promoter Sellers will exit completely from the company
  • Acquirers intend to continue existing business operations

Target Company Financials (Audited)

As of March 31, 2026:

  • Total Assets: ₹34.27 crore
  • Net Worth: ₹30.61 crore
  • Revenue from Operations: Nil
  • Other Income: ₹31.09 lakh
  • Net Loss: ₹88.58 lakh
  • Book Value per Share: ₹27.79
  • EPS: (₹0.68)

Risk Factors

  • Offer may be delayed if statutory approvals become required or litigation arises
  • Shareholders cannot withdraw tendered shares once accepted
  • Market price fluctuations may affect shareholders during offer period
  • Non-resident shareholders must obtain necessary RBI approvals for participation

Tax Implications

Detailed tax treatment provided for both resident and non-resident shareholders covering:

  • Capital gains tax implications for STCG and LTCG
  • TDS requirements for different shareholder categories
  • Documentation requirements for lower TDS deduction
  • Tax residency certificate requirements for non-residents

Documents for Inspection

Key documents including SPA, financial statements, escrow agreements, due diligence certificates, and regulatory filings are available for inspection at Manager's office during working hours until offer closure.