Krishna Capital & Securities Limited faces a mandatory open offer following the board's comprehensive corporate restructuring plan. Acquirers Mr. Ashu Bishnoi and Mr. Yagnik Tank have announced an open offer for acquisition of up to 18,04,508 equity shares representing 5.44% of the emerging voting share capital at Rs. 20.00 per share, triggered by their acquisition of substantial shareholding and control.

Open Offer Details and Regulatory Compliance

The mandatory open offer is being made pursuant to Regulations 3(1) and 4 of SEBI (SAST) Regulations, 2011, following the execution of underlying transactions that resulted in the acquirers gaining control over Krishna Capital. Grow House Wealth Management Private Limited has been appointed as Manager to the Open Offer to ensure regulatory compliance and proper execution.

Underlying Transactions Triggering Open Offer

The open offer obligation arose from two key transactions approved by Krishna Capital's board on March 26, 2026. The Share Purchase Agreement enables the acquirers to purchase 13,53,892 equity shares (42.87% of pre-issue capital) from existing promoters at Rs. 20.00 per share, aggregating to Rs. 2.71 crore consideration.

Capital Structure and Emerging Voting Rights

The emerging voting share capital calculation incorporates both pre-existing shares and the proposed preferential issue. The pre-preferential issue capital stands at 31,58,400 shares (9.53% of emerging capital), while the preferential issue of 3,00,00,000 shares constitutes 90.47% of the total emerging voting capital of 3,31,58,400 shares.

Promoter Exit and Control Transfer

The transaction involves complete divestment by existing promoters, with 20 promoter entities selling their entire holdings totaling 13,53,892 shares. Major sellers include Krishna Sharebroking Services Private Limited (70,500 shares), Radius Global Private Limited (2,89,226 shares), and various members of the Agrawal family group. Upon completion, existing promoters will cease to be part of the promoter group and will be declassified in accordance with SEBI (LODR) Regulations.

Regulatory Timeline and Documentation

The Detailed Public Statement will be published by April 06, 2026, in national and regional newspapers as per SEBI requirements. The acquirers have confirmed adequate financial resources and firm arrangements for financing the open offer obligations. The offer maintains no minimum acceptance level and does not propose delisting of Krishna Capital's shares from BSE.

The comprehensive restructuring positions Krishna Capital for new ownership while ensuring full regulatory compliance and proper shareholder protection through the mandatory open offer process.

Krishna Capital & Securities Limited has completed significant leadership changes following its board meeting held on February 27, 2026. The company announced the re-appointment of Mr. Ashokkumar Agrawal as Chairman and Managing Director and approved the change in designation of Mr. Vinodkumar Agrawal from Executive Director to Non-Executive Director.

Chairman and Managing Director Re-appointment

The board approved the re-appointment of Mr. Ashokkumar Agrawal (DIN: 00944735) as Chairman and Managing Director for a five-year term, effective from April 01, 2026 to March 31, 2031. The re-appointment is subject to approval from shareholders at the forthcoming Annual General Meeting.

Mr. Ashokkumar Agrawal brings over 25 years of extensive experience in finance, banking, share trading, and management operations. He has been associated with the company since its incorporation and is not debarred from holding the office of director by any SEBI order or other regulatory authority.

Director Designation Change

The board approved the change in designation of Mr. Vinodkumar Agrawal (DIN: 00413378) from Executive Director to Non-Executive Director, effective February 27, 2026. The company stated there is no material reason for this designation change.

CFO Appointment Completed

Alongside these leadership changes, the company had previously appointed Mr. Raj Kishorkumar Gajjar as Chief Financial Officer and Key Managerial Personnel, effective February 27, 2026. Mr. Gajjar, a Commerce graduate from VNSGU with over 15 years of experience in finance and business management, replaced Mr. Vinodkumar Agrawal in the CFO role.

Committee Reconstitution and Governance

The board approved comprehensive reconstitution of key committees effective February 27, 2026, ensuring proper governance structure and regulatory compliance. The new committee compositions reflect strategic alignment with corporate governance best practices.

Regulatory Compliance

The company communicated all board decisions to BSE Limited under Script Code 539384, ensuring compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Detailed disclosures under applicable SEBI regulations have been submitted to maintain transparency in corporate governance practices. The information is also available on the company's website at www.kcsl.co.in .