Description
An open offer has been announced by Mr. Aditya Himmat Bhansali to acquire up to 7,80,026 equity shares (26% of voting capital) of P.H. Capital Limited at Rs. 206.66 per share via BSE's acquisition window mechanism from May 19 to June 2, 2026.
Summary
BSE has notified trading members and custodians of an open offer by Mr. Aditya Himmat Bhansali (Acquirer) to purchase up to 7,80,026 fully paid-up equity shares of P.H. Capital Limited, representing 26% of the total voting share capital, at Rs. 206.66 per share in cash. The offer is made pursuant to a Share Purchase Agreement (SPA) and is compliant with SEBI’s Substantial Acquisition of Shares and Takeovers (SAST) Regulations, 2011. The offer will be conducted through BSE’s stock exchange acquisition window mechanism.
Key Points
- Acquirer: Mr. Aditya Himmat Bhansali
- Target Company: P.H. Capital Limited
- Offer Price: Rs. 206.66 per equity share (payable in cash)
- Shares Offered For: Up to 7,80,026 equity shares (26% of total voting share capital)
- Face Value: Rs. 10.00 per equity share
- Offer Period: Tuesday, May 19, 2026 to Tuesday, June 2, 2026 (excluding SEBI holiday on May 28, 2026)
- Mechanism: BSE Stock Exchange Acquisition Window as per SEBI circular CFD/DCR2/CIR/P/2016/131 dated December 9, 2016
- Trigger Regulations: SAST Regulations 3(1), 4, and 15(1)
Regulatory Changes
No new regulatory changes introduced. The offer is conducted under existing frameworks:
- SEBI circular CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015
- SEBI circular CFD/DCR2/CIR/P/2016/131 dated December 9, 2016
- BSE notices: 20170210-16, 20190424-35, 20200528-32, 20201102-43, 20210825-62 (Revised Guidelines for acquisition through stock exchange)
Compliance Requirements
- Trading Members and Custodians must note the offer details and facilitate client participation through the BSE acquisition window.
- Public Shareholders of P.H. Capital Limited who wish to tender shares must do so within the offer window (May 19 – June 2, 2026).
- Participation must follow the Revised Guidelines per SEBI circular CFD/DCR2/CIR/P/2016/131 and BSE notices.
- Offer details and the attached Letter of Offer are available on the BSE website (www.bseindia.com).
Important Dates
| Event | Date |
|---|---|
| Circular / Notice Date | May 15, 2026 |
| Offer Opens | May 19, 2026 (Tuesday) |
| SEBI Holiday (excluded from offer) | May 28, 2026 |
| Offer Closes | June 2, 2026 (Tuesday) |
| Share settlement reference date | Tenth Working Day from closure of Tendering Period |
Impact Assessment
This open offer directly impacts public shareholders of P.H. Capital Limited, who have the opportunity to tender their shares at the fixed price of Rs. 206.66 per share — a defined exit option. The acquisition of 26% voting capital is a significant stake and indicates a potential change in control or substantial influence by the Acquirer under SAST Regulations. Trading members and custodians must be operationally prepared to process client tender instructions through the BSE acquisition window within the defined 10-business-day offer period. The exclusion of May 28, 2026 (SEBI holiday) effectively compresses the available trading window and participants should plan accordingly.
Impact Justification
This is a formal open offer under SEBI SAST Regulations with a defined acquisition window, affecting public shareholders of P.H. Capital Limited who must decide whether to tender shares within the specified period at a fixed price.