Mahan Industries appointed Riddhi Hardishkumar Shah as an additional director in the capacity of a non-executive independent director. The appointment takes effect from August 25, 2026, for a term of five years.

The Board of Directors approved the move during its meeting held on Tuesday, August 25, 2026, based on the recommendation of the Nomination and Remuneration Committee. Shah will serve until August 24, 2031, subject to approval by members via a special resolution.

Director Profile and Independence

Shah holds a Bachelor's degree in Commerce from Gujarat University and is a law graduate. She is an Associate Member of the Institute of Company Secretaries of India with over three years of professional experience in corporate laws, secretarial practice, and regulatory compliance.

Her expertise includes compliance under the Companies Act, 2013, SEBI Listing Regulations, and insider trading norms. The company confirmed that Shah is not related to any existing directors or key managerial personnel and holds no shares in the entity.

She is registered with the Independent Directors' Databank maintained by the Indian Institute of Corporate Affairs. The appointment fills the vacancy caused by Yash Kamleshbhai Shah, whose tenure ceased on August 8, 2026.

Committee Reconstitution

Consequent to Shah's appointment, the board reconstituted its Audit Committee, Nomination and Remuneration Committee, and Stakeholders' Relationship Committee effective August 25, 2026.

Amita Chhaganbhai Pragada continues to chair all three committees. Sushilkumar Goel remains a member across all committees. Yogendrakumar Prabhudayal Gupta serves on the Audit and Stakeholders' Relationship Committees.

Nishil Sanjaykumar Shah and Mahan Industries promoter Niranjankumar Navratanmal Jain have initiated a mandatory open offer to acquire up to 20,02,000 equity shares, representing 26% of the expanded voting equity share capital, at ₹12 per share. The transaction, triggered by a preferential allotment and a share purchase agreement, aggregates to a maximum consideration of ₹2,40,24,000. Upon completion, the acquirers will assume control of the company and be classified as promoters, aiming to strengthen their presence in the financial services sector through strategic synergies.

The offer is pursuant to Regulation 3(1) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The underlying transactions include a board-approved preferential allotment of 32,00,000 equity shares and 2,16,55,216 fully convertible warrants, alongside the acquisition of 52,169 equity shares from existing promoter Yogendrakumar Gupta. The total consideration for the equity shares in the preferential allotment is ₹3,84,00,000, while the warrants involve an aggregate consideration of ₹25,98,62,592.

Offer Structure and Timeline

The tendering period for the open offer is scheduled to commence on September 8, 2026, and conclude on September 22, 2026. The identified date for determining eligible public shareholders is August 24, 2026. The acquirers have deposited ₹60,50,000 into an escrow account with Kotak Mahindra Bank, representing 25.18% of the total offer consideration, in compliance with SEBI regulations. Aftertrade Broking Private Limited serves as the manager to the offer.

Valuation and Financials

The offer price of ₹12 per share was determined based on a valuation report dated July 16, 2026, as the shares are infrequently traded. For the financial year ended March 31, 2026, Mahan Industries reported a total income of ₹625.03 lakh and a net profit of ₹4.61 lakh. The company’s net worth stood at ₹520.70 lakh as of the same date. The equity shares are listed on the BSE under code 531515 and are currently under Stage-4 of the Graded Surveillance Measure.

Post-Offer Shareholding

Prior to the transactions, the promoters held 1.16% of the paid-up equity share capital. Assuming full acceptance of the open offer, the acquirers will hold 68.24% of the expanded voting equity share capital. The acquirers have confirmed they have no plans to delist the company or dispose of significant assets for two years post-offer. The completion of the offer is subject to RBI and BSE approvals.