Mahan Industries Ltd Committee Recommends Preferential Issue and Change in Control
Mahan Industries Limited has received a recommendation from its Committee of Independent Directors regarding a proposed preferential issue of equity shares and convertible warrants. The committee met on July 16, 2026, to deliberate on the proposal, which involves both a significant issuance of capital and a subsequent change in the control of the company.Preferential Issue of Equity Shares
The committee recommended the issuance and allotment of up to 3,200,000 fully paid-up equity shares on a preferential basis. These shares carry a face value of ₹10 each and are offered at an issue price of ₹12 per share, which includes a premium of Rs. 2 per share. The total aggregate amount for this issuance is expected to be up to ₹3,84,00,000.The proposed allottees for these shares include:
| Sr. No. | Name of Investor | Category | No. of Shares |
|---|---|---|---|
| 1 | Shah Nishil Sanjaykumar | Proposed Promoter | 22,00,000 |
| 2 | Niranjankumar Navratanmal Jain | Proposed Promoter | 10,00,000 |
| Total | 32,00,000 |
This issuance represents 26% of the Emerging Voting Share Capital of Mahan Industries Limited. The transaction is expected to result in a substantial acquisition and a change in control of the company. Consequently, the proposal has triggered an obligation for the acquirers to make an open offer. Upon completion of the open offer and the transactions contemplated under the preferential issue, Acquirer 1 and Acquirer 2 will be classified as the Promoters of the company.
Issuance of Convertible Warrants
The committee also considered a proposal to raise funds through the issuance of up to 2,16,55,216 convertible warrants for cash. These warrants have a face value of Rs. 10 each and are offered at an issue price of Rs. 12 per warrant, including a premium of Rs. 2 per warrant. The total amount for this issuance is expected to not exceed Rs. 25,98,62,592.The warrants are proposed to be issued to various entities across the Promoter, Promoter Group, and Non-promoter categories. A summary of the significant allocations includes:
| Sr. No | Name of the Allottee | Category | No of Warrants |
|---|---|---|---|
| 1 | Shah Nishil Sanjaykumar | Promoter | 17,56,000 |
| 2 | Sanjaykumar S Shah | Promoter Group | 18,00,000 |
| 3 | Shah Hemal Sanjaykumar | Promoter Group | 18,00,000 |
| 4 | Sanjaykumar Sevantilal Shah HUF | Promoter Group | 5,00,000 |
| 5 | Shah Nishil Sanjaykumar HUF | Promoter Group | 4,81,790 |
| 6 | Arunaben Vinodchandra Dhandhara | Promoter Group | 11,19,206 |
| 34 | GVP Infotech Limited | Non-promoter | 20,00,000 |
| Total | 2,16,55,216 |
Valuation and Committee Approval
The committee reviewed a valuation report dated July 16, 2026, provided by RV Manish S. Buchasia, an Independent Registered Valuer. Based on this report, the committee determined that the issue price of Rs. 12 is fair and reasonable. The committee noted that the offer price includes a control premium due to the change in control resulting from the proposed preferential allotment and the completion of the Open Offer.The voting results for the Committee meeting were unanimous:
| Sr. No. | Name of the Independent Director | Assent | Dissent |
|---|---|---|---|
| 1. | Mr. Sushilkumar Goel | √ | - |
| 2. | Mrs. Amita Chhaganbhai Pragada | √ | - |
| 3. | Mr. Yash Kamleshkumar Shah | √ | - |
Stock Price Movement
Mahan Industries Ltd shares rallied 4.96% to settle at ₹11.63 at the close of trade on Monday. The stock climbed steadily from an intraday low of ₹11.08 to hit its peak of ₹11.63.Disclaimer: Due care and diligence have been taken in compiling and presenting news and market-related content. However, errors or omissions may arise despite such efforts.
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