Description

Open offer by Mr. Varshit Janak Shah to acquire up to 2,60,000 equity shares (26%) of Bhairav Enterprises Limited at ₹19 per share pursuant to SEBI SAST Regulations.

Summary

Mr. Varshit Janak Shah has made an open offer to acquire up to 2,60,000 fully paid-up equity shares representing 26% of the voting share capital of Bhairav Enterprises Limited (CIN: L51909MH1984PLC217692) from public shareholders at an offer price of ₹19 per equity share, payable in cash. This offer is being made pursuant to Regulation 4 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, following substantial acquisition of equity shares and voting share capital accompanied with change in control and management of the target company.

Key Points

  • Acquirer: Mr. Varshit Janak Shah (Contact: +91 9819913128, Email: shahvarshit@gmail.com)
  • Target Company: Bhairav Enterprises Limited (Scrip Code: 540829)
  • Registered Office: Warden House, 340, J. J. Road, Byculla, Mumbai, Maharashtra 400008
  • Offer Size: Up to 2,60,000 equity shares (26% of fully paid-up equity and voting share capital)
  • Face Value: ₹10 per equity share
  • Offer Price: ₹19 per equity share (cash payment)
  • No differential pricing in this offer
  • Offer made pursuant to Regulation 4 of SEBI (SAST) Regulations for substantial acquisition with change in control and management

Regulatory Changes

This is a mandatory open offer triggered under Regulation 4 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, following substantial acquisition of shares accompanied by change in control and management of Bhairav Enterprises Limited.

Compliance Requirements

  • Public shareholders of Bhairav Enterprises Limited can tender their shares during the tendering period
  • Shareholders who have sold their shares should hand over the Letter of Offer and acceptance-cum-acknowledgement form to the stock exchange member through whom the sale was effected
  • As on the date of the Letter of Offer, no statutory approvals are required to acquire validly tendered equity shares
  • The offer is subject to all statutory approvals that may be required or may subsequently become necessary
  • Acquirer reserves the option to make payment to public shareholders in respect of whom no statutory approvals are required if approvals extend to only some shareholders

Important Dates

  • Tendering Period Commencement: Thursday, October 09, 2025
  • Last Date for Upward Revision of Offer Price/Size: Wednesday, October 08, 2025 (1 working day prior to commencement of tendering period)
  • Any withdrawal announcement (if applicable): Within 2 working days via announcement in same newspapers where Detailed Public Statement appeared

Impact Assessment

Corporate Impact: This open offer represents a significant corporate action involving change in control and management of Bhairav Enterprises Limited. The acquisition of 26% stake by the acquirer will result in substantial ownership change and management restructuring.

Shareholder Impact: Public shareholders have the opportunity to exit at the offer price of ₹19 per share. Shareholders should evaluate the offer price against current market price and company fundamentals before deciding whether to tender their shares.

Market Impact: The open offer may result in reduced public float and liquidity in the stock. The acquirer has the right to withdraw the offer only under specific circumstances provided in Regulations 23(1)(a) to (d) of SAST Regulations.

Procedural Impact: Any upward revision in offer price or size will be communicated via public announcement in the same newspapers. The offer cannot be withdrawn except under circumstances specified in SEBI SAST Regulations.

Impact Justification

Major corporate action involving 26% stake acquisition and change in control of Bhairav Enterprises Limited, requiring shareholder response to open offer