The Committee of Independent Directors (IDC) of Jai Mata Glass Limited has recommended the open offer made by Mr. Ashwani Gulati, Ms. Kiran Gulati, and M/s Veerasha Trust to acquire up to 2,60,00,000 equity shares, representing 26.00% of the paid-up equity share capital. The offer price is set at ₹1.85 per fully paid-up equity share, payable in cash.

The recommendation was submitted to the BSE Limited on August 18, 2026, pursuant to Regulation 26(7) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The IDC members, Mr. Krishan Kant and Mr. Parminder Singh Kalsi, unanimously approved the recommendation, stating that the open offer appears fair and reasonable based on their review of the Public Announcement, Detailed Public Statement, and Letter of Offer.

Offer Pricing and Justification

The offer price of ₹1.85 per share is justified under Regulation 8(2) of the SEBI (SAST) Regulations as it represents the highest negotiated price per share for the acquisition triggering the public announcement. This price is higher than the volume-weighted average market price of ₹1.81 per share recorded over the 60 trading days immediately preceding the public announcement date.

The IDC noted that the equity shares of Jai Mata Glass are frequently traded on the BSE, making the valuation parameters for infrequently traded shares inapplicable.

Background of the Acquisition

The obligation to make the open offer arose after the acquirers entered into a Share Purchase Agreement (SPA) dated July 13, 2026, with sellers to acquire 4,45,65,460 equity shares. This transaction represents 44.57% of the paid-up equity share capital of the target company. The total consideration for this block deal is ₹8,24,46,101, also priced at ₹1.85 per share.

Corporate Professionals Capital Private Limited has been appointed as the Manager to the Offer. The IDC members disclosed that they hold no equity shares in the company and have had no trading activity in the company’s securities during the 12 months prior to the public announcement or since then. They also confirmed no direct or indirect relationship with the acquirers.

What the Numbers Show

The offer price of ₹1.85 provides a 2.2% premium over the recent 60-day volume-weighted average market price of ₹1.81. This narrow margin suggests the valuation is closely anchored to recent market trading levels rather than a significant strategic premium, reflecting the frequently traded nature of the stock. The absence of any prior acquisitions by the acquirers in the preceding 26 or 52 weeks indicates this is a fresh entry into the company’s capital structure.

Jai Mata Glass Limited has scheduled its 46th Annual General Meeting (AGM) for Tuesday, September 29, 2026. The company’s Board of Directors approved the date and venue during a meeting held on Thursday, August 13, 2026, at its head office in New Delhi.

The AGM will be conducted in physical mode at the company’s registered office in Himachal Pradesh. The meeting is set to begin at 12:00 pm IST.

Meeting Details

The board convened at 12:30 pm and concluded its session at 1:45 pm on August 13, 2026. While the AGM date was approved, other agenda items were deferred.

The remaining items, including the approval of the notice of the 46th AGM, explanatory statement, directors' report, and the appointment or re-appointment of the secretarial auditor, were not considered at this session. These matters will be placed before the board at a subsequent meeting, in accordance with the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Amrita Mittal, Company Secretary and Compliance Officer, signed the disclosure filed with the BSE Limited.