NSEUpdates5d ago · 31 Aug 2026, 09:21 pm

Updates

Tribhovandas Bhimji Zaveri Limited · TBZ

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Tribhovandas Bhimji Zaveri Limited has received a public announcement from Axis Capital Limited on behalf of GRT Jewellers (India) Private Limited regarding an open offer to acquire up to 25.88% of the company's voting share capital at INR 249.61 per share.

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Full Announcement

Tribhovandas Bhimji Zaveri Limited has informed the Exchange regarding 'Receipt of Public Announcement in relation to Open Offer'.

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TBZ_31082026212015_20260831_Regulation_30_Public_Announcement_LH.pdf

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Date: August 31, 2026 To, To, BSE Limited National Stock Exchange of India Limited The Corporate Relations Department, Exchange Plaza, Bandra-Kurla Complex, 25th Floor, Phiroze Jeejeebhoy Towers, Bandra (East), Mumbai 400 051 Dalal Street, Mumbai - 400 001 Symbol - TBZ Stock Code – 534369 Dear Sir/Madam Sub: Disclosure under Regulations 30 of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (“SEBI LODR Regulations”). Re: Receipt of Public Announcement in relation to Open Offer Dear Sir/Madam, We wish to inform you that Tribhovandas Bhimji Zaveri Limited (“Company”) has received a copy of the public announcement dated August 31, 2026 (“Public Announcement”) issued by Axis Capital Limited for and on behalf of GRT Jewellers (India) Private Limited in connection with their open offer. A copy of the Public Announcement is enclosed herewith. You are kindly requested to take note of the above. Thanking You. Yours faithfully, For Tribhovandas Bhimji Zaveri Limited Arpit Maheshwari Company Secretary ACS:42396 Encl: as above Date: August 31, 2026 TRIBHOVANDAS BHIMJI ZAVERI LIMITED 241/43, Zaveri Bazar, Mumbai, Maharashtra, India – 400002. Dear Sir / Madam, Subject: Public announcement dated August 31, 2026 (the “Public Announcement”) in relation to an open offer to the Public Shareholders (as defined in the Public Announcement) of Tribhovandas Bhimji Zaveri Limited (the “Target Company”) (“Open Offer”). GRT Jewellers (India) Private Limited (“Acquirer”) has announced an open offer for acquisition of up to 1,72,70,845 fully paid-up equity shares of face value of INR 10 each (“Equity Shares”) from the Public Shareholders of the Target Company, representing 25.88%* of the Voting Share Capital of the Target Company at a price of INR 249.61 per Equity Share (the “Offer Price”) aggregating to total consideration of up to INR 4,31,09,75,621 (assuming full acceptance) payable in cash, subject to the terms and conditions mentioned in the Public Announcement, as well as the detailed public statement (the “DPS”) and the letter of offer (the “LoF”) that are proposed to be issued in accordance with the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as amended, (“SEBI (SAST) Regulations”). The Open Offer is being made pursuant to and in compliance with Regulations 3(1) and 4 of the SEBI (SAST) Regulations. * As per Regulation 7(1) of the SEBI (SAST) Regulations, the offer size for the Open Offer under Regulations 3(1) and 4 of the SEBI (SAST) Regulations should be at least 26.00% of the total Voting Share Capital. However, the offer size for the current Open Offer is 1,72,70,845 Equity Shares representing 25.88% of the total Voting Share Capital, being the total number and percentage of Equity Shares held by the Public Shareholders as on the date of the Public Announcement. We are pleased to inform you that we have been appointed as the “Manager” to the captioned Open Offer and in accordance with Regulation 14(1) of the SEBI (SAST) Regulations, we have shared the copy of the Public Announcement for the Open Offer with the Stock Exchanges on which the equity shares of the Target Company are listed, which are BSE (Scrip Code – 534369), NSE (Symbol: TBZ). Further, as required under Regulation 14(2) of the SEBI (SAST) Regulations we are enclosing herewith a copy of the Public Announcement in relation to the Open Offer. Capitalised terms used in this letter unless defined herein shall have the same meanings as ascribed to them in the enclosed Public Announcement. Thanking You, For Axis Capital Limited Authorized Signatory Name: Ankit Bhatia PUBLIC ANNOUNCEMENT FOR THE ATTENTION OF THE PUBLIC SHAREHOLDERS OF TRIBHOVANDAS BHIMJI ZAVERI LIMITED UNDER REGULATIONS 3(1) AND 4 READ WITH REGULATIONS 13(1), 14 AND 15(1) OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 2011 AND SUBSEQUENT AMENDMENTS THERETO Open offer for acquisition of up to 1,72,70,845 fully paid-up equity shares having face value of INR 10.00 each (“Equity Shares”) of Tribhovandas Bhimji Zaveri Limited, a company incorporated under the Companies Act, 1956 and having its registered office at 241/43, Zaveri Bazar, Mumbai, Maharashtra, India – 400002 (“Target Company”), representing 25.88%* of the Voting Share Capital (as defined below) from the Public Shareholders (as defined below) of the Target Company by GRT Jewellers (India) Private Limited (“Acquirer”) (“Open Offer/ Offer”) pursuant to and in compliance with the requirements of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as amended from time to time (“SEBI (SAST) Regulations”). *As per Regulation 7(1) of the SEBI (SAST) Regulations, the offer size for the Open Offer under Regulations 3(1) and 4 of the SEBI (SAST) Regulations should be at least 26.00% of the total Voting Share Capital. However, the offer size for the current Open Offer is 1,72,70,845 Equity Shares representing 25.88% of the total Voting Share Capital, being the total number and percentage of Equity Shares held by the Public Shareholders as on the date of this Public Announcement. This public announcement (“Public Announcement” or “PA”) is being issued by Axis Capital Limited (“Manager to the Offer”/ “Manager”) for and on behalf of the Acquirer to the Public Shareholders, pursuant to and in compliance with Regulation 3(1) and 4 read with Regulations 13(1), 14, 15(1) and other applicable regulations of the SEBI (SAST) Regulations. Definitions: For the purposes of this Public Announcement, the following terms have the meanings assigned to them below: (a) “BSE” means BSE Limited; (b) “CCI Approval” means the approval of the Competition Commission of India under the Competition Act, 2002 (as amended from time to time) required for the consummation of the Underlying Transaction and the Open Offer; (c) “Control” includes the right to appoint majority of the directors or to control the management or policy decisions exercisable by a person or persons acting individually or in concert, directly or indirectly, including by virtue of their shareholding or management rights or shareholders agreements or voting agreements or in any other manner, provided that a director or officer of a target company shall not be considered to be in control over such target company, merely by virtue of holding such position; (d) “Equity Shares” means the equity shares of the Target Company having a face value of INR 10.00 each; (e) “Identified Lenders” means (i) State Bank of India, (ii) Union Bank of India, (iii) Central Bank of India, (iv) Kotak Mahindra Bank Limited, (v) IndusInd Bank Limited; and (vi) The Federal bank Limited; (f) “NSE” means the National Stock Exchange of India Limited; (g) “Lenders’ Approval” means the approval of the Identified Lenders required to be obtained by the Target Company for the consummation of the Underlying Transaction and the Open Offer; (h) “Offer” or “Open Offer” means this open offer by the Acquirer, for acquisition of up to 1,72,70,845 Equity Shares, representing 25.88% of the Voting Share Capital of the Target Company from the Public Shareholders; (i) “Public Shareholders” means all the equity shareholders of the Target Company who are eligible to tender their Equity Shares in the Offer, excluding: (i) the Acquirer; and (ii) the parties to the Share Purchase Agreement (as defined below) and any persons deemed to be acting in concert with the parties to the Share Purchase Agreement, pursuant to and in compliance with the SEBI (SAST) Regulations; (j) “SEBI (LODR) Regulations” means the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time; (k) “Sellers” collectively means: (i) Shrikant Gopaldas Zaveri; (ii) Bindu Shrikant Zaveri; (iii) Binaisha Shrikant Zaveri; (iv) Raashi Shrikant Z [Showing first 8,000 characters — download PDF for full document]