BSECompany Update3d ago · 22 Oct 2026, 02:31 pm
Please find attached copies of newspaper publictions containing recommendation of the Committee of Independent Directors.
RR MetalMakers India Ltd · 531667
✦ AI SummaryRegulatory
RR MetalMakers India Ltd has announced the publication of the Committee of Independent Directors' recommendation on the open offer made by RB International Holdings Limited, Suyog Yogesh Desai, and Nikita Suyog Desai to acquire up to 26% of the company's equity shares at ₹36.83 per share.
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Earnings Impact2/10
Growth Catalyst3/10
Governance Concern5/10
Regulatory Risk8/10
Balance Sheet Risk2/10
Liquidity Impact4/10
Market Sentiment5/10
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Full Announcement
RR MetalMakers India Ltd - 531667 - Announcement under Regulation 30 (LODR)-Newspaper Publication
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Date: October 22, 2026
The Manager,
Department of Corporate Services (DCS-Listing)
BSE Limited,
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai - 400 001
Dear Sir/Madam,
Sub: Disclosure pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. – Intimation of publication of Recommendation of
Committee of Independent Directors under Regulation 26(7) of the SEBI (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011.
Ref: Open Offer for the acquisition of upto 23,42,295 Equity Shares of RR Metalmakers India
Limited (“Target Company”) by RB International Holdings Limited (“Acquirer-1”),
Suyog Yogesh Desai (“Acquirer-2”) and Nikita Suyog Desai (“Acquirer-3”) (collectively
referred as “Acquirers”) in accordance with the provisions of the SEBI (Substantial
Acquisition of Shares and Takeovers) Regulations (the “Open Offer” or “Offer”).
Further to our letter dated October 20, 2026 and pursuant to Regulation 30 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith the newspaper
clippings of recommendation of Committee of Independent Directors of the Company published
today in following newspapers:
Newspapers Language Edition
Business Standard English All
Business Standard Hindi All
Navshakti Marathi Mumbai
Kindly take the same on record.
Thanking you,
For RR MetalMakers India Limited,
Harshika Kothari
Company Secretary & Compliance Officer
Membership No.: A61964
Enc.
GSTIN No.: 27AACCS1022K1ZL CIN No.: L51901MH1995PLC331822
Registered Office : B-001 & B-002, Ground Floor, Antop Hill Warehousing Complex Ltd, Barkat Ali Naka,
Salt Pan Road, Wadala (E), Mumbai - 400 037, Maharashtra.
Corporate Office :2nd Floor, Sugar House, 93/95, Kazi Sayed Street, Mumbai - 400 003.
Ph.: 022-6192 5555 / 56 • Email :info@rrmetalmakers.com • Website : www.rrmetalmakers.com
RR METALMAKERS INDIA LIMITED
Registered Office: B-001 & B-002, Ground Floor, Antop Hill Warehousing Complex Ltd, Barkat Ali Naka,
Salt Pan Road, Wadala (E), Mumbai - 400037, Maharashtra, India | CIN: L51901MH1995PLC331822
Tel. No.: 022 6192 5555 / 56 | Email Id: cs@rrmetalmakers.com | Website: www.rrmetalmakers.com
Recommendations of the Committee of Independent Directors (“IDC”) of RR MetalMakers India Limited (“Target Company”
or “TC”) under Regulation 26(7) of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011, as amended (“SEBI SAST Regulations”) in relation to the open offer to the public shareholders
of the Target Company (“Open Offer”) made by RB International Holdings Limited (“Acquirer – 1”), Suyog Yogesh Desai
(“Acquirer – 2”) and Nikita Suyog Desai (“Acquirer – 3”) (collectively “Acquirers”).
Sr. No. Topic Particular
1. Date October 20, 2026
Name of the Target Company
2. RR MetalMakers India Limited
(TC)
The Open Offer is being made by the Acquirers to the Public Shareholders to acquire
up to 23,42,295 Equity Shares representing 26.00% of the Equity Share Capital of
Details of the Offer pertaining the Target Company at a price of `36.83 per Equity Share (including compensatory
to TC interest of `12.98 per Equity Share), aggregating to a maximum consideration of
`8,62,66,724.85, payable in cash pursuant to Regulations 3(1) and 4 and other
applicable provisions of the SEBI (SAST) Regulations..
Acquirer 1 : RB International Holdings Limited
Name(s) of the acquirer and
4. Acquirer 2 : Suyog Yogesh Desai
PAC with the acquirer
Acquirer 3 : Nikita Suyog Desai
Vivro Financial Services Private Limited
Vivro House, 11, Shashi Colony, Opp. Suvidha Shopping Centre, Paldi,
Ahmedabad – 380007, Gujarat, India.
Name of the Manager to the
5. Tel. No.: +91 79 4040 4242 | Email Id: investors@vivro.net
offer
Contact Person: Shivam Patel | Website: www.vivro.net
SEBI Registration No.: MB/INM000010122
CIN: U67120GJ1996PTC029182
Members of the Committee of 1. Leena Nishad Jail (DIN: 10540470) – Independent Director
Independent Directors 2. Samir Mukund Patil (DIN: 09655195) – Independent Director
• A ll IDC members are Non-Executive and Independent Directors of the
Target Company.
IDC Member’s relationship
7. • None of the members of the IDC holds any Equity Share in the Target Company.
with the TC
• N one of the members of the IDC has any contracts or any relationship with the
Target Company.
No member of the IDC has traded in any of the Equity Shares/ other securities of the
Trading in the Equity shares/ Target Company during the:
8. other securities of the TC by
1. 12 (Twelve) months preceding the date of the PA.
IDC Members
2. Period from the date of the PA till the date of this recommendation.
IDC Member’s relationship None of the members of IDC has any contract/ arrangement/ relationship with
with the Acquirers the Acquirers.
Trading in the Equity shares/
Not Applicable (since one of the Acquirers is an unlisted body corporate and the
10. other securities of the acquirer
remaining two Acquirers are individuals)
by IDC Members
The IDC perused the open offer documents which inter alia set out the computation
of the Offer Price under the SEBI (SAST) Regulations. The IDC notes that the Offer
Price of `36.83 per Equity Share (including compensatory interest of `12.98 per
Equity Share), has been determined in accordance with the applicable provisions
Recommendation on the Open
of Regulation 8 of the SEBI (SAST) Regulations and, based on the disclosures in
11. offer, as to whether the offer is
the Open Offer documents, is of the opinion that the Offer Price appears to be fair
fair and reasonable
and reasonable.
However, the Public Shareholders of the Target Company are advised to
independently evaluate the Open Offer and make an informed decision about
whether or not to tender their Equity Shares in the Open Offer.
The IDC have perused the following for recommendation on the Open Offer:
(i) Public Announcement dated July 30, 2026;
(ii) Detailed Public Statement published in Business Standard (English) (All
Editions), Business Standard (Hindi) (All Editions) and Navshakti (Marathi)
(Mumbai Edition) on August 6, 2026;
(iii) D raft Letter of Offer dated August 13, 2026;
(iv) Corrigendum to PA, DPS and DLOF published in Business Standard (English)
(All Editions), Business Standard (Hindi) (All Editions) and Navshakti (Marathi)
(Mumbai Edition) on October 6, 2026;
(v) Letter of Offer dated October 15, 2026;
(vi) Valuation report issued by Manubhai & Shah LLP, an independent registered
valuer, determining the fair value of equity shares of the Target Company.
Based on the review of the above, the members of the IDC have considered the
12. Summary of reasons for the following factors for making the recommendations:
recommendation
(i) The Offer Price of `36.83 per Equity Share (including compensatory interest of
`12.98 per Equity Share), is more than the negotiated price for acquisition of
Equity Shares under the Share Purchase Agreement dated July 30, 2026, i.e.
`23.85 (Rupees Twenty-Three and Paise Eighty Five Only) per Equity Share.
(ii) The Offer Price has been determined by the Acquirers and the Manager to the
Open Offer in accordance with Regulation 8 of the SEBI (SAST) Regulations.
However, the IDC members draw attention of the Eligible Shareholders to the closing
market price of the Equity Shares on the BSE Limited as on October 19, 2026, being
`45.02 (Rupees Forty Five and Paise Two only) per Equity Share which is higher
than the Offer Price.
The Public Shareholders of the Target Company are advised to independently
evaluate the Open Offer and take an informed decision about tendering the Equity
Shares held by them in the Open Offer. The statement of recommendation will be
available on the website of the Target Company at www.rrmetalmakers.com.
13. Disclosure of Voting Pattern The recommendations were unanimously approved by the members of IDC.
Details of Independent
14. None
Advisors, if any.
Pursuant to the SEBI’s observation and subsequent discussions with S
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