BSECompany Update3d ago · 19 Oct 2026, 04:49 pm
Recommendation of the Committee of Independent Directors ("IDC") on the Open Offer to the Shareholders.
Kuber Udyog Ltd · 539408
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Kuber Udyog Ltd's Committee of Independent Directors has recommended an open offer to shareholders for acquisition of 3,19,71,680 equity shares, constituting 26.00% of the fully diluted share and voting capital, at a price of Rs. 23.35/- per share.
Analysis Scores
Earnings Impact5/10
Growth Catalyst2/10
Governance Concern1/10
Regulatory Risk3/10
Balance Sheet Risk6/10
Liquidity Impact8/10
Market Sentiment5/10
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Kuber Udyog Ltd - 539408 - Recommendation Of The Committee Of Independent Directors ("IDC") On The Open Offer To The Shareholders.
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KUBER UDYOG LIMITED
Office Number 156 1st Floor Raghuleela Mega Mall Kandivali West Mumbai - 400067.
Telephone: 7506324443
Website: www.kuberudyog.com Email Id: kuberudyoglimited@gmail.com
CIN: L49220MH1982PLC371203
Date: October 19, 2026
BSE Limited
Department of Corporate Services
14th Floor, PJ. Towers
Dalal Street, Fort
Mumbai ‐ 400001.
Subject: Outcome of the Independent Director Committee Meeting.
Scrip Code: 539408.
Ref: Recommendation of the Committee of Independent Directors (“IDC”) on the Open Offer
by Mr. Manav Bahri (“Acquirer 1”), Mr. Dinesh Popli (“Acquirer 2”) and Mr. Ajay Dutta
(“Acquirer 3”) (collectively, the “Acquirers”), along with Trimudra Trade & Holdings Private
Limited (“PAC 1”) and Ms. Shraddha Gohil (“PAC 2”) (collectively, the “PACs”) for
acquisition of 3,19,71,680 fully paid-up Equity Shares of ₹10 each, constituting 26.00% of the
Fully Diluted Share and Voting Capital of Target Company under Regulation 3(1) & 4 of SEBI
(Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent
amendments thereto [the ‘SEBI (SAST) Regulations’].
Dear Sir,
In accordance with Regulation 26(7) of the SEBI (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011, we wish to inform you that the Committee of Independent Directors of the
Company, at its meeting held on October 19, 2026 has after due consideration and in accordance with
its obligations under the SEBI (SAST) Regulations, issued its recommendation on the aforesaid Open
Offer.
Please find enclosed herewith the recommendation of the IDC on the Open Offer made to the
shareholders of the Company for your information and records.
Please arrange to take the same on your record.
Thanking you.
For Kuber Udyog Limited
Chetan Shinde
Managing Director
DIN 06996605
Encl:a/a
KUBER UDYOG LIMITED
Corporate Identification Number (“CIN”): L49220MH1982PLC371203
Registered Office: Office Number 156, 1st Floor, Raghuleela Mega Mall, Kandivali West, Mumbai,
Maharashtra, 400067.
Tel. No. +91 75063 24443
Email: kuberudyoglimited@gmail.com , Web: www.kuberudyog.com
Recommendation of the Committee of Independent Directors (“IDC”) on the Open Offer to the
shareholders of Kuber Udyog Limited (the ‘Target Company’ or “TC”) by Mr. Manav Bahri (“Acquirer
1”), Mr. Dinesh Popli (“Acquirer 2”) and Mr. Ajay Dutta (“Acquirer 3”) (collectively, the “Acquirers”),
along with Trimudra Trade & Holdings Private Limited (“PAC 1”) and Ms. Shraddha Gohil (“PAC 2”)
(collectively, the “PACs”) for acquisition of 3,19,71,680 fully paid-up Equity Shares of ₹10 each,
constituting 26.00% of the Fully Diluted Share and Voting Capital of Target Company under Regulation
26(7) of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011 and subsequent amendments thereto [the ‘SEBI (SAST) Regulations’].
1. Date October 19, 2026
2. Name of the Target Company (TC) Kuber Udyog Limited
3. Details of the Offer pertaining to TC The Open Offer is being made by the Acquirers and PACs to
the shareholders of the TC, for acquisition of up to
3,19,71,680 fully paid-up Equity Shares of the face value of
Rs. 10 each, constituting 26.00% of the Fully Diluted Share
and Voting Capital, at a price of Rs. 23.35/- (Rupees Twenty
Three and Thirty Five Paisa only) per share in terms of
Regulations 3(1) & 4 of SEBI (SAST) Regulations.
4. Name(s) of the Acquirers and PACs Mr. Manav Bahri (“Acquirer 1”)
Mr. Dinesh Popli (“Acquirer 2”)
Mr. Ajay Dutta (“Acquirer 3”)
Trimudra Trade & Holdings Private Limited (“PAC 1”)
Ms. Shraddha Gohil (“PAC 2”)
5. Name of the Manager to the offer Systematix Corporate Services Limited
SEBI Registration No. INM 000004224
The Capital, A-Wing, 6th Floor, No. 603-606, Plot No. C-70,
G - Block, Bandra-Kurla Complex (BKC), Bandra (East),
Mumbai - 400 051, Maharashtra, India.
Tel. No: +91-22-6704 8000
Fax No. +91-22-6704 8022
Email: ecm@systematixgroup.in
Website: www.systematixgroup.in
6. Members of the Committee of 1. Mrs. Purvi Patel
Independent Directors (Please indicate 2. Mr. Akshay Girish Poriya
the chairperson of the Committee
separately) Mrs. Purvi Patel is the Chairperson of the Committee of
Independent Directors (“IDC”).
7. IDC Member’s relationship with the TC All the IDC Members are Independent & Non-Executive
(Director, Equity shares owned, any Directors of the TC. They do not have any contractual
other contract / relationship), if any relationship with the TC.
8. Trading in the Equity shares/other None of the IDC Members have done any trading in Equity
securities of the TC by IDC Members Shares / Other securities of the Target Company
9. IDC Member’s relationship with the None of the IDC Members have any relationship with the
Acquirer (Director, Equity shares Acquirers and PACs.
owned, any other contract /
relationship), if any.
10. Trading in the Equity shares/other Not Applicable
securities of the acquirer by IDC
Members
11. Recommendation on the Open offer, as IDC is of the opinion that the Offer is fair and reasonable.
to whether the offer is fair and The Offer Price of Rs. 23.35/- (Rupees Twenty-Three and
reasonable Thirty-Five Paisa only) per Equity Share is in accordance
with the Regulation 8(2) of the SEBI (SAST) Regulations as
on the date of PA. The shareholders may independently
evaluate the offer price vis-à-vis market price and take an
informed decision in the best of their interests.
12. Summary of reasons for IDC has evaluated the Public Announcement (“PA”),
recommendation Detailed Public Statement (“DPS”), Draft Letter of Offer
(IDC may also invite attention to any (“DLOF”) and Letter of Offer (“LOF”) prepared by
other place, e.g. company’s website, Manager to the Offer for and on behalf of Acquirers and
where its detailed recommendations PACs and the valuation report prepared by independent
along with written advice of the Chartered Accountant and Registered Valuer. Based on the
independent adviser, if any can be seen above, the IDC is of the opinion that the Offer Price, being
by the shareholder) offered by the Acquirers and PACs of Rs. 23.35 per fully
paid-up Equity Share is fair and reasonable and recommends
the acceptance of the Open Offer, in the light of the
following:
The shares were frequently traded on the stock
exchange as on the date of PA.
The Offer Price offered by the Acquirers and PACs is
in line with the regulation prescribed by SEBI under the
SEBI (SAST) Regulations and prima facie appears to be
justified.
The Preferential issue price as calculated as per
Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2018 for
Equity Shares and Convertible Warrants to be issued to
the Acquirers, PACs and others (public shareholders) is
Rs. 23.10/-.
The Offer Price offered by the Acquirers and PACs of
Rs. 23.35/- is higher than the issue cum allotment price
of Rs. 23.10/- per Equity Share and Warrants offered in
Preferential Allotment to the Acquirers, PACs and
Others (public shareholders).
However, IDC would like to draw attention of the
shareholders that post the Public Announcement dated
August 07, 2026, the share price of the Company has
increased, and the current share price is higher than the Offer
Price.
However, it is advised to the shareholders to independently
evaluate the open offer vis-à-vis current share price and take
an informed decision before participating in the Offer.
13. Disclosure of Voting Pattern of IDC Members of IDC were present in the meeting, and the
recommendations were unanimously approved by them.
14. Details of Independent Advisors, if any. Nil
15. Any other matter(s) to be highlighted Nil
To the best of our knowledge and belief, after making proper enquiry, the information contained in or
accompanying this statement is, in all material respect, true and correct and not misleading, whether by omission
of any information or otherwise, and includes all the information required to be disclosed by the TC under the
SEBI (SAST) Regulation
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