Description

Open offer by four acquirers to purchase up to 44,03,007 equity shares (25.12% of expanded voting capital) of Omansh Enterprises Limited at INR 2 per share pursuant to SEBI takeover regulations.

Summary

Four acquirers - Avnish Jindal, Piyush Gupta, Nilesh Jindal, and Purshottam Kumar Gupta - have issued a Letter of Offer to acquire up to 44,03,007 fully paid-up equity shares of Omansh Enterprises Limited, representing 25.12% of the expanded voting equity share capital. The open offer is being made at INR 2 per share (face value INR 2) for cash, pursuant to Regulations 3(1) and 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This offer is for control over the target company and is not conditional upon minimum acceptance levels.

Key Points

  • Offer Size: Up to 44,03,007 equity shares (25.12% of expanded voting capital)
  • Offer Price: INR 2 per fully paid-up equity share (face value INR 2)
  • Payment Mode: Cash
  • Offer Type: Open offer for control under SEBI (SAST) Regulations 3(1) and 4
  • Not Conditional: Offer not conditional upon minimum level of acceptance (Regulation 19)
  • Not a Competing Offer: This is not a competing offer under Regulation 20
  • Target Company: Omansh Enterprises Limited (CIN: L01100DL1974PLC241646)
  • Registered Office: 490, WeWork, Eldeco Centre, Block A, Shivalik Colony, Malviya Nagar, New Delhi - 110017

Acquirer Details

Acquirer-1: Avnish Jindal

  • PAN: AGUPJ5278K
  • Address: H.No.-D-2/24, Sector-10, Faridabad, Haryana-121001
  • Contact: +91 9818745555
  • Email: avnish.jindal@live.com

Acquirer-2: Piyush Gupta

  • PAN: ALSPG4157B
  • Address: BD-76, BD Block, Pitampura, North West Delhi, Delhi-110034
  • Contact: +91 9999000555
  • Email: Duggar_fiber@hotmail.com

Acquirer-3: Nilesh Jindal

  • PAN: ALMPJ6347C
  • Address: 1047, Sector-15, Escortsnagar, Faridabad, Haryana-121007
  • Contact: +91 9899324561
  • Email: NeeleshJindal@gmail.com

Acquirer-4: Purshottam Kumar Gupta

  • PAN: AAPPG7662M
  • Address: BD-76, BD Block, Pitampura, North West Delhi, Delhi-110034
  • Contact: +91 9811066894
  • Email: PKGupta10@hotmail.com

Regulatory Changes

This offer is made pursuant to SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. While Regulation 7 requires offer size of at least 26% of expanded voting share capital, this offer is restricted to 44,03,007 equity shares (25.12%) as it represents shares held by public shareholders excluding selling public shareholders.

Compliance Requirements

  • For Public Shareholders: Eligible shareholders must review the Letter of Offer and accompanying Form of Acceptance cum Acknowledgment
  • For Recent Sellers: Those who have sold shares should hand over the Letter of Offer and Form of Acceptance to the stock exchange member through whom the sale was effected
  • Statutory Approvals: As per Para 7.17 of the Letter of Offer, statutory and other approvals are required as specified; if additional approvals become necessary before closure of Tendering Period, the offer will be subject to such approvals
  • Price Revision: Any upward revision in offer price will be communicated

Important Dates

  • Offer Size Determination Date: 10th working day from closure of tendering period of the Open Offer
  • Tendering Period: To be specified in detailed public announcement (dates not provided in this excerpt)

Impact Assessment

Market Impact: High - This is a significant corporate action involving change of control of Omansh Enterprises Limited. The open offer for 25.12% stake will affect public shareholders’ holdings and may impact stock liquidity and price.

Shareholder Impact: High - Public shareholders (excluding selling shareholders) have the opportunity to tender their shares at INR 2 per share. This provides an exit opportunity at the specified price.

Operational Impact: High - The acquisition signals change in control and potential strategic direction for the target company. Four acquirers acting in concert are seeking to consolidate control through this regulatory mechanism.

Regulatory Impact: This transaction follows mandatory open offer requirements under SEBI (SAST) Regulations for control acquisition, ensuring fair treatment of minority shareholders.

Impact Justification

Major corporate action involving change of control through open offer for 25.12% stake by four acquirers, directly impacting public shareholders with mandatory regulatory disclosure