Ishaan Infrastructure & Shelters published its Detailed Public Statement (DPS) on September 4, 2026, for a mandatory open offer to acquire up to 63,48,500 equity shares from public shareholders at ₹14 per share.

The offer, triggered by a proposed preferential issue of 5,67,51,732 shares valued at ₹79.45 crore, aims to facilitate the acquisition of 100% stake in Blisstering Electronics Private Limited (BEPL) and Bliss Cab Electronics Private Limited (BCEPL) via share swap. The acquirers include Misun Pure Lights Private Limited, Ravi Prakash Bothra, Vaaibhav Bothra, Rajesh Arora, and Ashish Arora, along with their persons acting in concert (PACs).

Open Offer Details

The offer targets 10.04% of the expanded voting share capital, representing all eligible public shares. Under SEBI (SAST) Regulations, the minimum offer size is typically 26%, but it is restricted here to the available public holding. Post-transaction, the acquirers and PACs will hold approximately 70.08% of the expanded voting share capital, assuming full acceptance of the open offer.

Acquisition Structure

The underlying transaction involves a share swap agreement. For BEPL, which reported a turnover of ₹16,469.54 lakh as on March 31, 2026, the swap ratio is 15:1, resulting in up to 4,68,52,185 shares issued. For BCEPL, with a turnover of ₹131.21 lakh as on July 31, 2026, the ratio is 201:250, leading to up to 98,99,547 shares issued. The total preferential issue amounts to 5,67,51,732 shares.

Financial Arrangements and Escrow

The acquirers have deposited ₹2,23,00,000, equivalent to more than 25% of the total consideration, into an escrow account maintained with ICICI Bank Limited. This deposit was made on September 1, 2026, through banking channels. The remaining consideration will be financed through internal resources of the acquirers.

Capital Restructuring and Governance

The board increased the authorised share capital from ₹7.5 crore to ₹64 crore, subject to regulatory and shareholder consent. Significant governance changes approved include:

• Appointment of Mr. Atul Chauhan as Independent Director for five years.
• Resignations of Independent Directors Ms. Priyanka K. Gola and Mr. Nayan Kamleshbhai Patel.
• Change in designation of Mr. Prakash Chand Bokaria from Executive Director to Non-Executive Director.
• Appointment of M/s Grover Lalla & Mehta as Statutory Auditor for five years.
• Appointment of M/s VJ & Associates as Secretarial Auditor for FY26.

The tendering period for the open offer is scheduled to commence on October 23, 2026, and close on November 5, 2026. The transaction aims to expand business development in electronic components and wires/cables manufacturing.

Ishaan Infrastructure & Shelters has fixed September 22, 2026 as the record date for determining shareholder eligibility for its 31st Annual General Meeting (AGM). The company will close its register of members and share transfer books from September 22 to September 28, 2026, inclusive.

The AGM is scheduled to take place on Monday, September 28, 2026, at 3:30 pm through video conferencing or other audio-visual means. Shareholders holding shares on the cut-off date will be eligible to participate in the proceedings.

Voting Mechanism

The company has enabled remote e-voting for shareholders in compliance with Section 108 of the Companies Act, 2013 and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Remote e-voting will commence on Friday, September 25, 2026, at 9:00 am and conclude on Sunday, September 27, 2026, at 5:00 pm. The cut-off date for determining members eligible for remote voting is fixed as September 21, 2026. NSDL will provide the facility for casting votes both before and during the AGM.

Corporate Governance

This disclosure was made pursuant to Regulation 42 of the SEBI LODR Regulations, 2015. Anand Kumar Jain, Additional Director and CFO, issued the intimation on behalf of the board of directors. The Annual Report for FY26, comprising the Notice for the 31st AGM and Audited Financial Results, is available on the company’s website.