Jai Mata Glass Mandatory Open Offer for 26% Stake

Nature of the Event

This is a Detailed Public Statement (DPS) for a mandatory open offer made pursuant to Regulation 3(1) and Regulation 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The offer is triggered by an acquisition of shares that would result in a change in control of the company.

Key Quantitative Figures

Open Offer Size: 2,60,00,000 equity shares
Open Offer Percentage: 26.00% of paid-up equity share capital
Offer Price: ₹1.85 per equity share
Maximum Offer Consideration: ₹4,81,00,000 (assuming full acceptance)
SPA Acquisition Size: 4,45,65,460 equity shares
SPA Acquisition Percentage: 44.57% of paid-up equity share capital
SPA Consideration: ₹8,24,46,101
Escrow Amount Deposited: ₹1,25,00,000 (more than 25% of maximum consideration)
Paid-up Equity Share Capital: ₹10,00,00,000 divided into 10,00,00,000 equity shares of ₹1.00 each
Authorized Share Capital: ₹11,75,00,000 (equity: ₹10,00,00,000; preference: ₹1,75,00,000)

Dates of Action

Share Purchase Agreement Date: July 13, 2026
Public Announcement Date: July 13, 2026
Detailed Public Statement Date: July 20, 2026
Draft Offer Document Filing with SEBI: July 27, 2026 (tentative)
Identified Date: August 19, 2026 (tentative)
Letter of Offer Dispatch: August 27, 2026 (tentative)
Offer Opening Date: September 3, 2026 (tentative)
Offer Closing Date: September 17, 2026 (tentative)
Payment of Consideration: By October 1, 2026 (tentative)

Parties Involved

Acquirers:

Mr. Ashwani Gulati (Individual)
Ms. Kiran Gulati (Individual)
M/s Veerasha Trust (Private family trust)

Sellers (Promoter Group):

Ms. Anu Marwah (holding 24.92%)
Mr. Inesh Marwah (holding 0.07%)
M/s J P Overseas Private Limited (holding 19.57%)

Manager to the Offer: Corporate Professionals Capital Private Limited

Escrow Bank: Kotak Mahindra Bank Limited

Buying Broker: Nikunj Stock Brokers Limited

Registrar to the Offer: Beetal Financial & Computer Services Private Limited

Certifying Chartered Accountant: CA Ritesh Parasrampuria of KTM & Co.

Purpose or Rationale

The acquirers are obtaining a majority stake and management control of Jai Mata Glass Limited. They believe the listed status provides a suitable platform for expanding business activities. The acquirers intend to revive and strengthen the business operations of the company and explore opportunities for future growth.

Financial Impact

Total Fund Requirement: ₹4,81,00,000 for open offer (assuming full acceptance)
Funding Source: Internal resources of acquirers
Escrow Arrangement: ₹1,25,00,000 cash deposited with Kotak Mahindra Bank

Capital Structure Impact

Current Acquirer Holding: 0% (as of Public Announcement date)
Post-Offer Holding (if full acceptance): 7,05,65,460 shares (70.57%)
Post-Transaction Public Shareholding: Will remain at least 25% in compliance with minimum public shareholding requirements
Promoter Reclassification: Existing promoters will be reclassified as public shareholders after the transaction

Acquirer Net Worth (as of June 30, 2026)

Mr. Ashwani Gulati: ₹4,21,21,132
Ms. Kiran Gulati: ₹7,77,01,958
M/s Veerasha Trust: ₹20,93,489

Target Company Financial Information (Audited)

| 2025-2026 | 53.36 | 1.55 | 0.002 |

| 2024-2025 | 79.97 | (50.66) | (0.051) |

| 2023-2024 | Not provided | (21.52) | (0.022) |

Trading Information

Stock Exchange: BSE Limited
Trading Status: Frequently traded shares
Annualized Trading Turnover (July 2025-June 2026): 26.19% of total equity shares
60-day VWAP: ₹1.81
Offer Price Justification: ₹1.85 is higher than the 60-day VWAP of ₹1.81

Special Conditions

The offer is not conditional on minimum acceptance level
This is not a competitive bid
No statutory approvals are required as of the DPS date
Physical share holders are eligible to tender shares
Interest of 10% per annum payable for delays in payment consideration
The acquirers have no plans to alienate significant assets of the target company for two years except in ordinary course of business