Lykis Limited has formally submitted the Committee of Independent Directors (IDC) recommendation regarding the open offer by Parshav Vatika LLP to BSE Limited under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The submission was made on March 14, 2026, following the publication of the IDC recommendation in newspapers on March 13, 2026.

Formal BSE Submission

The company's Managing Director, Nadir Dhrolia, submitted the written reasoned recommendation to BSE Limited, which was approved at the IDC meeting held on March 11, 2026. The submission includes comprehensive details of the open offer and regulatory compliance documentation.

Open Offer Structure

The open offer involves the acquisition of up to 50,37,541 fully paid-up equity shares of ₹10.00 each, representing 26% of Lykis Limited's total voting share capital. The acquirer, Parshav Vatika LLP, is acting in concert with K8 Products LLP and Tidagela Ventures Private Limited as persons acting in concert (PACs).

Committee Composition and Recommendation

The Committee of Independent Directors consists of five members, all serving as independent directors of the target company. The committee is chaired by Mr. Mitesh Agrawal, with Mr. Rajendra Singhvi, Mr. Rajesh Nambiar, Mrs. Mangala Prabhu, and Mr. Amit Mallawat serving as members.

Newspaper Publication Details

The IDC recommendation was published on March 13, 2026, in three newspapers to ensure wide dissemination as required under SEBI regulations.

Regulatory Compliance and Pricing Rationale

The IDC determined that the offer price of ₹34.50 per equity share is fair and reasonable based on SEBI SAST regulations. The committee reviewed the Public Announcement dated December 18, 2025, Detailed Public Statement dated December 25, 2025, and Letter of Offer dated March 06, 2026.

The recommendation is supported by compliance with regulatory pricing methodology, where the offer price exceeds the negotiated price of ₹19.01 per equity share under the Share Purchase Agreement and aligns with the 60-day volume-weighted average market price of ₹34.48, rounded to ₹34.50. The equity shares are frequently traded on BSE Limited within SEBI regulatory definitions, ensuring full compliance with Regulation 8(1) and 8(2) of SEBI SAST Regulations.

Lykis Limited has disclosed the receipt of the Letter of Offer from Parshav Vatika LLP and associates for their mandatory open offer to acquire up to 50,37,541 equity shares, representing 26% of the company's total voting share capital. The disclosure, filed with BSE Limited on March 07, 2026, confirms the finalized schedule for the acquisition process.

Committee of Independent Directors Meeting

The Committee of Independent Directors of Lykis Limited convened on March 11, 2026, to discuss, analyze and review the open offer by Parshav Vatika LLP and its associates. The meeting commenced at 05:30 PM and concluded at 05:35 PM, focusing on the mandatory open offer under Regulation 26(7) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

The committee reviewed the open offer documentation including the Public Announcement dated December 18, 2025, Detailed Public Statement dated December 25, 2025 published on December 26, 2025, and Letter of Offer dated March 06, 2026.

Official Letter of Offer Details

The company received a copy of the Letter of Offer dated March 06, 2026, from the acquirer group comprising Parshav Vatika LLP (Acquirer), K8 Products LLP (PAC 1), and Tidagela Ventures Private Limited (PAC 2). The offer is being made under Regulations 3(1) and 4 of the SEBI (SAST) Regulations, 2011.

Confirmed Timeline Schedule

The Letter of Offer provides the definitive schedule for all major activities related to the open offer. The identified date has been confirmed as March 02, 2026, with the tendering period running from March 17 to April 02, 2026.

Transaction Background

The open offer stems from a share purchase agreement executed on December 18, 2025, between the acquirer group and Mr. Nadir Umedali Dhrolia, the current promoter. Under this agreement, the acquirers will purchase 1,30,14,966 equity shares (67.17% of share capital) at ₹19.01 per share for a total consideration of ₹24,75,00,000.

Market Price Comparison

As of March 05, 2026, the closing market price of Lykis Limited shares on BSE was ₹55.79 per equity share, significantly higher than the offer price of ₹34.50. The offer price represents the volume-weighted average market price for 60 trading days preceding the public announcement, rounded up from ₹34.48.

Post-Transaction Shareholding

Upon completion of both the share purchase agreement and the open offer (assuming full acceptance), the shareholding structure will be transformed:

The resulting public shareholding of 6.83% will fall below minimum requirements, and the acquirers have undertaken to restore compliance within prescribed timelines. The Committee of Independent Directors has provided their recommendations on the open offer to shareholders as required under SEBI Takeover Regulations, with the disclosure filed with BSE Limited for regulatory compliance.