Public Announcement of Open Offer for Ramgopal Polytex Limited

Offer Details

  • Offer Size: 37,70,000 Equity Shares representing 26.00% of the Equity Share Capital of Ramgopal Polytex Limited
  • Face Value: INR 10.00 per Equity Share
  • Offer Price: INR 17.10 per fully paid-up Equity Share
  • Total Consideration: INR 6,44,67,000 (assuming full acceptance)
  • Mode of Payment: Cash payment as per Regulation 9(1)(a) of SEBI (SAST) Regulations
  • Offer Type: Triggered/Mandatory Offer
  • Conditionality: Not conditional upon any minimum level of acceptance (Regulation 19(1)) and not a competitive bid (Regulation 20)

Underlying Transaction Triggering the Offer

The open offer obligation was triggered by a Share Purchase Agreement (SPA) executed on July 28, 2026, between:

  • Acquirers: Mr. Pravin Kumar Shishodiya and Mr. Punit Shishodiya
  • Sellers: Members of promoter and promoter group including Mr. Mohanlal Ramgopal Jatia, Mr. Sanjay Mohanlal Jatia, M/s. Mohanlal S Jatia HUF, M/s. J M Trading Corporation, M/s. Ramgopal and Sons, M/s. Kalpana Trading Corporation, Seven Rivers Investments Private Limited, and Ramgopal Synthetics Limited

Transaction Details:

  • Shares Acquired: 65,91,796 Equity Shares
  • Percentage Acquired: 45.46% of Equity Share Capital
  • Purchase Price: INR 9 per Equity Share
  • Total Transaction Value: INR 5,93,26,164
  • Mode of Transaction: Direct acquisition via Share Purchase Agreement
  • Regulation Triggered: Regulation 3(1) and Regulation 4 of SEBI (SAST) Regulations, 2011

Acquirers' Information

Mr. Pravin Kumar Shishodiya (Acquirer 1):

  • Residential Address: House No. AG 189, Scheme No. 54, Vijay Nagar, Indore 452010
  • Pre-transaction shareholding: Nil
  • Post-transaction proposed holding: 38,50,000 Equity Shares (26.55%)

Mr. Punit Shishodiya (Acquirer 2):

  • Residential Address: House No. AG 189, Scheme No. 54, Vijay Nagar, Indore 452010
  • Pre-transaction shareholding: Nil
  • Post-transaction proposed holding: 27,41,796 Equity Shares (18.91%)

Both acquirers have no other interest in the Target Company and no persons in control/promoters or group affiliations.

Selling Shareholders Details

The sellers are all members of the promoter and promoter group of Ramgopal Polytex Limited:

| Shareholder | Shares Sold | Percentage |

| Mr. Mohanlal Ramgopal Jatia | 12,35,400 | 8.52% |

| M/s. Mohanlal S Jatia HUF | 27,000 | 0.19% |

| Mr. Sanjay Mohanlal Jatia | 61,800 | 0.43% |

| M/s. J M Trading Corporation | 4,55,000 | 3.14% |

| M/s. Ramgopal and Sons | 2,03,500 | 1.40% |

| M/s. Kalpana Trading Corporation | 10,64,800 | 7.34% |

| Seven Rivers Investments Private Limited | 26,61,296 | 18.35% |

| Ramgopal Synthetics Limited | 8,83,000 | 6.09% |

| Total | 65,91,796 | 45.46% |

All selling shareholders will hold nil shares in the Target Company post-transaction.

Target Company Information

  • Full Name: Ramgopal Polytex Limited
  • Listed Exchanges: BSE Limited (BSE) and Calcutta Stock Exchange Limited (CSE)
  • Equity Share Capital: INR 14,50,00,000 divided into 1,45,00,000 Equity Shares of face value INR 10.00 each
  • Special Note: As per shareholding pattern for quarter ended June 30, 2026, the company has 2,32,500 partly paid-up Equity Shares

Additional Information

  • Offer Price for Partly Paid-up Shares: Will be computed as difference between Offer Price (INR 17.10) and amount due towards calls-in-arrears including unpaid interest
  • Detailed Public Statement: To be published on or before August 04, 2026 in:
  • One English national daily newspaper
  • One Hindi national daily newspaper
  • One Marathi newspaper (local language where registered office is situated in Thane, Maharashtra)
  • One regional language newspaper at place of stock exchange (BSE) where volume of trading was maximum during preceding 60 trading days
  • Financial Arrangements: Acquirers have adequate resources and firm financial arrangements for financing the acquisition as required under Regulation 25(1) of SEBI (SAST) Regulations
  • Manager to the Offer: Corporate Professionals Capital Private Limited (SEBI Regn. No: INM000011435)