Public Announcement Details
Offer Details
Offer Size: 63,04,825 Equity Shares representing 26.00% of the paid-up equity share capital of SBPL
Face Value: INR 10.00 per equity share
Offer Price: INR 150.00 per equity share
Total Consideration: INR 94,57,23,750 (assuming full acceptance)
Mode of Payment: Cash payment as per Regulation 9(1)(a) of SEBI (SAST) Regulations
Type of Offer: Combined mandatory open offer triggered under multiple regulations
Triggering Events
The open offer obligation arises from two distinct triggers:
1. Delayed Open Offer under Regulation 4:
- The Acquirer initiated acquisition of SBPL shares through open market purchases starting February 18, 2026
- The Acquirer was first reflected as a promoter group member in the shareholding pattern for quarter ended March 2026, holding 10,36,251 equity shares (4.27%)
- This acquisition resulted in breach of Regulation 4 of SEBI (SAST) Regulations
- No exemption was sought under Regulation 11
- The obligation was not discharged at the relevant time, making this a delayed open offer to rectify past non-compliance
2. Voluntary Acquisition under Regulation 3(1) read with Regulation 3(3) and Regulation 3(2):
- The Acquirer along with PACs propose to voluntarily acquire additional 26.00% of paid-up equity share capital
- This will increase Acquirer's individual shareholding from 9.35% to 35.35%, crossing the 25% threshold under Regulation 3(1)
- The combined shareholding of Acquirer and PACs will increase from 49.52% to 75.52%, representing an increase of more than 5% under Regulation 3(2)
Shareholding Structure
Pre-Transaction Shareholding (as of PA date):
- The Ballygunge Family Trust (Acquirer): 22,66,112 shares (9.35%)
- Mr. Sukumar Srinivas (PAC 1): 93,88,787 shares (38.72%)
- Ms. Parwathi Srikanth Mirlay (PAC 2): 1,00,000 shares (0.41%)
- Mr. Dhananjay Mirlay Srinivas (PAC 3): 81,050 shares (0.33%)
- Shankara Holdings Private Limited (PAC 4): 1,72,700 shares (0.71%)
- Total Promoter Group: 1,20,08,649 shares (49.52%)
Post-Transaction Shareholding (assuming full acceptance):
- The Ballygunge Family Trust: 85,70,937 shares (35.35%)
- Other PAC holdings remain unchanged
- Total Promoter Group: 1,83,13,474 shares (75.52%)
Target Company Information
Listed On: BSE Limited and National Stock Exchange of India Limited
Paid-up Equity Share Capital: INR 24,24,93,260 divided into 2,42,49,326 equity shares of INR 10.00 each
Acquirer and PAC Details
The Acquirer and PACs are all existing members of the promoter and promoter group of SBPL:
- The Ballygunge Family Trust (Acquirer): Promoter group member
- Mr. Sukumar Srinivas (PAC 1): Promoter and Managing Director of SBPL
- Ms. Parwathi Srikanth Mirlay (PAC 2): Promoter group member
- Mr. Dhananjay Mirlay Srinivas (PAC 3): Promoter group member and Director
- Shankara Holdings Private Limited (PAC 4): Promoter group member, controlled by PAC 1 and Mr. Chowdappa Ravikumar
Additional Offer Terms
- The offer is not conditional upon any minimum level of acceptance (Regulation 19(1))
- This is not a competitive bid (Regulation 20)
- The Acquirer and PACs have made firm financial arrangements for financing the acquisition as required under Regulation 25(1)
- Detailed Public Statement will be published in newspapers on or before July 22, 2026
Manager to the Offer
Name: Corporate Professionals Capital Private Limited
SEBI Registration No: INM000011435
Address: D-28, South Extn. Part-1, New Delhi - 110049
Contact Persons: Mr. Manoj Kumar, Ms. Ruchika Sharma, Mr. Nitin Khera
#Tags: #ShankaraBuildingProducts #OpenOffer #SEBISASTRegulations #RegulatoryCompliance #OwnershipChange