Lippi Systems Ltd. Announces Mandatory Open Offer for Acquisition of Public Shares

Lippi Systems Ltd. Announces Mandatory Open Offer for Acquisition of Public Shares​

Lippi Systems Limited has announced a mandatory Open Offer by a consortium of individuals, collectively referred to as the Acquirers. The offer aims to acquire a significant portion of the company's public shareholding, triggering the open offer obligations under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations.

The Open Offer targets the acquisition of up to 33,82,231 fully paid-up equity shares, representing 25.05% of the Expanded Share Capital of Lippi Systems Limited. The proposed offer price stands at ₹ 56.84 per Equity Share, payable in cash. Under the assumption of full acceptance, the total consideration value for the Open Offer is set at ₹ 19,22,46,010.04.

Key Transaction Details​

The mandatory Open Offer is triggered by the Acquirers executing two underlying transactions: a Share Purchase Agreement (SPA) and a Share Subscription Agreement (SSA). These agreements pave the way for the Acquirers to gain substantial shareholding and management control over Lippi Systems Limited.

The financial details of the underlying agreements are as follows:


These transactions lead to the Acquirers acquiring an initial holding of 1,00,67,969 Equity Shares, representing 74.58% of the Expanded Share Capital, prior to the completion of the Open Offer.

Open Offer Schedule and Participation​

The Open Offer is open for Public Shareholders to tender their equity shares. The public announcement detailed the following schedule for the offering period:

• Offer Opening Date (Tendering Period Start): Friday, July 10, 2026
• Offer Closing Date (Tendering Period End): Thursday, July 23, 2026

The Acquirers have also established an escrow account, depositing an aggregate of ₹ 4,81,00,000, ensuring financial arrangements to meet payment obligations assuming full acceptance of the offer.

Acquirers and Target Company​

The Open Offer is being executed by five individuals:

1. Vinesh Shivji Dholu
2. Jagdish Shivji Dholu
3. Shivji Karamshi Dholu
4. Jagruti Vinesh Dholu
5. Parul Jagdish Dholu

Lippi Systems Limited is primarily engaged in the business of manufacturing Roto Gravures, which involves creating engraved copper and chrome-plated cylinders used in high-speed, high-volume printing.

Corporate Structure and Shareholding​

The target company’s share capital structure is set to increase through the Open Offer. The total Expanded Voting Share Capital of the company is set at 1,35,00,000 equity shares. After the Open Offer and assuming full acceptance, the Acquirers' total shareholding is projected to be 1,34,50,200 Equity Shares, constituting 99.63% of the Expanded Share Capital.

The Acquirers collectively account for 74.58% of the expanded share capital prior to the Open Offer, triggering the mandatory open offer compliance.

Comparative View of Shareholding​

The following table summarizes the change in shareholding from the existing public holding to the final projected holding after the Open Offer:

Tendering Process​

Public Shareholders who wish to participate in the Open Offer must submit their bids through their respective stock brokers during the Tendering Period. The process is designed to ensure that the Acquirers acquire the shares through the designated stock exchange mechanism, with settlement facilitated by the Clearing Corporation.

The core documents governing the offer, including the Public Announcement and Detailed Public Statement, are available on the websites of SEBI and the Manager to the Offer.