Description

Open offer by Mr. Tarak Bipinchandra Gor and Mr. Jayesh Sheshmal Rawal to acquire 26% equity shares of Filtron Engineers Limited at ₹10 per share pursuant to SEBI SAST Regulations.

Summary

Mr. Tarak Bipinchandra Gor and Mr. Jayesh Sheshmal Rawal (collectively “Acquirers”) have launched an open offer to acquire 1,65,14,290 fully paid-up equity shares representing 26% of the emerging voting share capital of Filtron Engineers Limited at an offer price of ₹10 per share. This offer is made pursuant to Regulations 3(1) & 4 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 for substantial acquisition of shares/voting rights accompanied with change in control of the Target Company.

Key Points

  • Acquirer 1: Mr. Tarak Bipinchandra Gor (Contact: +91 9820545909, Email: tarakgor@gmail.com)
  • Acquirer 2: Mr. Jayesh Sheshmal Rawal (Contact: +91 9833676161, Email: rawaljayesh@gmail.com)
  • Target Company: Filtron Engineers Limited (CIN: L57909PN1982PLC026929)
  • Offer Size: 1,65,14,290 equity shares (26% of emerging voting share capital)
  • Face Value: ₹10 per share
  • Offer Price: ₹10 per fully paid-up equity share, payable in cash
  • Transaction Type: Substantial acquisition with change in control
  • Registered Office: Plot No. 36, WMDC Industrial Area, Ambethan Road, Chakan, Pune – 410501, Maharashtra

Regulatory Changes

This open offer is made in compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent amendments. The offer is triggered by substantial acquisition of shares/voting rights accompanied with change in control as per Regulations 3(1) & 4 of SEBI SAST Regulations.

Compliance Requirements

  • For Public Shareholders: Shareholders receiving this Letter of Offer should review the document and consult their stock broker, investment consultant, Manager, or Registrar to the Offer if clarification is needed
  • For Recent Sellers: Those who have recently sold their equity shares should hand over this Letter of Offer and accompanying Form of Acceptance cum Acknowledgement and Transfer Deed to the Stock Exchange member through whom the sale was effected
  • Statutory Approvals: No statutory approvals are required to acquire equity shares tendered pursuant to this offer, however, the offer is subject to all statutory approvals as may be required and/or may subsequently become necessary

Important Dates

  • Circular Date: December 23, 2025
  • Withdrawal Rights: In accordance with Regulation 23(1)(c) of SEBI SAST Regulations, Acquirers have the right to withdraw the open offer within 2 working days under specified circumstances with announcement of grounds for withdrawal as per Regulation 23(2)(a)

Impact Assessment

Market Impact: This is a significant corporate action involving change in control of Filtron Engineers Limited. The open offer for 26% stake represents a substantial acquisition that will impact the shareholding pattern and governance structure of the company.

Shareholder Impact: Public shareholders have an opportunity to exit at the offer price of ₹10 per share. The offer provides liquidity to minority shareholders during this change in control transaction.

Withdrawal Conditions: The offer may be withdrawn if: (i) statutory/regulatory approvals are not received or denied for reasons beyond Acquirers’ control; (ii) condition precedents to the underlying transaction are not fulfilled due to circumstances outside Acquirers’ reasonable control; or (iii) SEBI determines circumstances warrant withdrawal.

Impact Justification

Major corporate action involving change in control through open offer for 26% stake acquisition of Filtron Engineers Limited