Arnold Holdings has published the Detailed Public Statement (DPS) for its open offer to acquire up to 92,72,250 equity shares. The offer price is fixed at ₹12.50 per share, representing a premium over the negotiated SPA price of ₹12.00. The tendering period is scheduled to commence on November 3, 2026.

The DPS was issued by Sobhagya Capital Options Private Limited, the Manager to the Offer, on September 15, 2026. This follows a corrigendum dated September 17, 2026, which clarified the inclusion of Keemtee Financial Services Limited as a Person Acting in Concert (PAC). The original Public Announcement was filed on September 8, 2026.

Transaction Structure

The open offer is triggered by Share Purchase Agreements executed on September 8, 2026, between Mr. Pawankumar Nathmal Mallawat (Acquirer 1) and Allwin Securities Limited (Acquirer 2), and sellers Harivardhan Enterprises Private Limited and Khattu Hospitality Private Limited. The acquirers purchased 35,55,500 shares, representing 14.95% of the voting share capital, at ₹12.00 per share.

Mr. Mallawat is an existing promoter of Arnold Holdings, while Allwin Securities is promoted by him. The acquisition brings the aggregate shareholding of the promoter group above the 25% threshold prescribed under Regulation 3(1) of the SEBI (SAST) Regulations, mandating the open offer.

Shareholding Details

The corrigendum and DPS clarify the pre-transaction and post-transaction shareholding positions. The aggregate holding of the group increases from 16.79% to 31.74% following the SPA execution. Assuming full acceptance of the open offer, the post-offer shareholding pattern would see significant concentration within the acquirer group.

Offer Terms and Price Determination

The open offer is for up to 92,72,250 fully paid-up equity shares, representing 39.00% of the total emerging voting equity share capital. The offer price of ₹12.50 is determined as the highest of the negotiated SPA price (₹12.00) and the volume-weighted average market price over the preceding 60 trading days (₹12.01).

The maximum consideration payable, assuming full acceptance, aggregates to ₹11,59,03,125. The acquirers have deposited ₹3,00,00,000 in an escrow account with Kotak Bank Limited, representing more than 25% of the maximum consideration. Chartered Accountants Kamlesh Jain and Jitendra Kumar Chouhan have certified that the acquirers possess sufficient liquid funds to meet their obligations.

Timeline and Procedure

The identified date for determining eligible public shareholders is October 19, 2026. The Letter of Offer will be dispatched by October 27, 2026. The tendering period runs from November 3, 2026, to November 18, 2026. Payment of consideration will be made within 10 working days of the closure of the tendering period.

Public shareholders can tender shares through the stock exchange mechanism on BSE Limited. Aftertrade Broking Private Limited has been appointed as the registered broker for the offer. Niche Technologies Private Limited serves as the Registrar to the Offer.

What the Numbers Show

The inclusion of Keemtee Financial Services Limited as a PAC significantly alters the baseline for the open offer obligation. Without this disclosure, the acquirers' standalone holding appeared lower, but the concerted action brings the total voting power to 31.74% post-SPA. This concentration ensures that the open offer is mandatory to dilute the promoter group's holding below the regulatory threshold for public shareholders. The offer price premium of ₹0.50 over the SPA price reflects the regulatory requirement to use the higher of the negotiated price or market benchmarks.

Arnold Holdings has declared the voting results for its 44th Annual General Meeting held on September 9, 2026. Shareholders approved all four resolutions with overwhelming support.

The meeting was conducted via video conferencing in compliance with Ministry of Corporate Affairs guidelines. Mrs. Munni Devi Jain served as Chairperson. The session commenced at 11:00 am and concluded at 11:21 am.

Voting Participation

A total of 3,636 shareholders were on record as of September 2, 2026. Out of these, 117 members voted on the resolutions through remote e-voting and e-voting during the meeting. The promoter group held 4,821,229 shares, while public non-institutional investors held 18,640,365 shares.

Fifty-three shareholders attended the meeting via video conferencing. Thirteen shareholders registered for the Q&A session, with eleven joining to ask questions. Mr. Ranjit Binod Kejriwal served as the Scrutinizer for the process.

Resolutions Passed

The Scrutinizer’s report, dated September 10, 2026, confirmed that all resolutions were passed with requisite majority. The key outcomes included:

• Adoption of Audited Financial Statements for FY26.
• Reappointment of Mrs. Gazala Mohammed Irfan Kolsawala as Whole Time Director and CFO.
• Appointment of M/s. S N Nanda & Co., Chartered Accountants, as Statutory Auditors.
• Reappointment of Mr. Rajpradeep Mahavirprasad Agrawal as Whole Time Director for five years.

Voting Breakdown

Promoter and promoter group shareholders voted in favour of all resolutions. Public non-institutional shareholders also supported all items, with minimal dissent recorded in two resolutions.

Board Presence

The following directors were present at the meeting:

The company filed the results with BSE Limited pursuant to Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015.