Duke Offshore Ltd’s Board of Directors approved significant strategic shifts on August 31, 2026, including an alteration of its Memorandum of Association (MOA) to enter mining, energy, and artificial intelligence sectors.

The Mumbai-based company also authorized the sale of certain assets and proposed increasing its authorized share capital from ₹30 crore to ₹100 crore. These resolutions require shareholder approval at the 40th Annual General Meeting scheduled for September 30, 2026.

Strategic Expansion into New Sectors

The Board approved altering Clause III(A) of the MOA to enable operations in three new verticals:

• Mining & Natural Resources
• Power, Energy & Marine Resources
• Artificial Intelligence, Data Centres & Advanced Technology

This expansion aims to provide a broader framework for future growth opportunities. The Board will place this proposal before members via Special Resolution at the ensuing AGM.

Asset Disposal and Capital Increase

The company approved the sale or disposal of specific assets at market value to non-promoter buyers. The transaction is outside any Scheme of Arrangement and aims to realign resources toward the proposed new business activities. Proceeds will fund working capital requirements and investments in the new ventures.

Simultaneously, the Board recommended increasing the authorized share capital to ₹100 crore, divided into 10 crore equity shares of ₹10 each, up from the current ₹30 crore.

Director Appointments and Governance

The Board recommended the regularisation or appointment of six directors:

Operational Updates

The company also approved shifting its registered office from Prabhadevi to Bandra West, Mumbai. The Register of Members and Share Transfer Books will remain closed from September 24, 2026, to September 30, 2026. The cut-off date for e-voting eligibility is September 23, 2026.

Aspect Global Ventures Private Limited has published a reminder advertisement for its mandatory open offer to acquire a 26% stake in Duke Offshore Limited at ₹30 per share, urging public shareholders to tender their equity shares before the window closes on Wednesday, August 19, 2026. The reminder, issued by Manager to the Open Offer Saffron Capital Advisors Private Limited and published in newspapers including Financial Express, Jansatta, and Navshakti on August 11, 2026, serves as a final call for eligible shareholders to participate in the exit opportunity triggered by Aspect Global’s acquisition of management control.

The open offer is mandated under Regulations 3(1) and 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, following Aspect Global’s purchase of a 70.61% stake from promoters George Albert Donald Duke, Avik George Duke, and Komal Duke via a Share Purchase Agreement consummated on July 21, 2026. Aspect Global seeks to acquire up to 25,62,872 fully paid-up equity shares, representing ₹7,68,86,160 in maximum consideration, which has been fully deposited in an escrow account with ICICI Bank Limited as required under Regulation 17.

Key Offer Parameters

The following table outlines the critical dates and financial terms of the open offer:

The Committee of Independent Directors (IDC) of Duke Offshore, comprising Vaibhav Agarwal, Rajesh Chunilal Bhojani, and Arjun Bikas Datta, recommended the offer as fair and reasonable under Regulation 26(7). However, the IDC cautioned shareholders that the stock is currently trading on the Bombay Stock Exchange (BSE) at a price higher than the ₹30 offer price, advising independent evaluation against current market rates.

Guidance for Physical Shareholders

A significant portion of the reminder advertisement addresses shareholders holding equity shares in physical form. Eligible physical shareholders who have not received the physical copy of the Letter of Offer (LOF) are instructed to request a soft copy from the Registrar to the Open Offer, Cameo Corporate Services Limited, via email at rights@cameoindia.com . Alternatively, shareholders may download the LOF from the websites of SEBI ( www.sebi.gov.in ), the Manager ( www.saffronadvisor.com ), or BSE ( www.bseindia.com ).

Shareholders must refer to the "Procedure for Acceptance and Settlement of the Offer" section on page 48 of the LOF for detailed tendering instructions. Those holding dematerialized shares may tender through their stockbrokers using the BSE’s acquisition window during normal trading hours. Physical shareholders must submit original certificates, Form SH-4, and acceptance forms to the Registrar, ensuring documents reach them no later than 5:00 PM IST within two days of the offer closing date. The offer is not conditional upon minimum acceptance levels and will be allocated proportionately in case of oversubscription.