Mr. Sesha Sai Nikhil Chintalapati has launched an open offer to acquire up to 13,11,362 fully paid-up equity shares of Neelkanth Rockminerals , representing 26.00% of the company’s voting share capital. The offer price is fixed at ₹19.40 per equity share, payable in cash. The tendering period for public shareholders commenced on August 18, 2026, and will close on September 1, 2026.

The Committee of Independent Directors (IDC) of Neelkanth Rock-Minerals Limited recommended the offer as fair and reasonable in a statement published on August 14, 2026. The IDC noted that the offer price aligns with SEBI (SAST) Regulations, 2011, and exceeds the highest price among selective criteria mentioned in the justification of the offer price. Shareholders are advised to independently evaluate the offer before tendering their shares.

Offer Mechanics and Timeline

The open offer is being implemented through the stock exchange mechanism via a separate acquisition window. The Letter of Offer was dispatched to eligible shareholders identified as on August 4, 2026, through electronic mode on August 10, 2026, and physical mode on August 11, 2026. All public shareholders, including those acquiring shares after the identified date, remain eligible to participate during the tendering period.

Shareholders holding shares in dematerialized form must approach their registered stockbrokers during normal trading hours to tender shares. Those holding physical shares may participate through selling brokers by submitting Form SH-4 along with relevant documents. If acceptance forms are unavailable, applications can be made on plain paper with specific details such as folio numbers for physical shares or DP ID and beneficiary account numbers for demat shares.

Regulatory and Corporate Governance Updates

The acquirer has incorporated comments received from SEBI vide Observation Letter No. HO/49/12/11(75)2026-CFD-RAC-DCR1/I/17925/2026 dated July 31, 2026, into the Letter of Offer. There are no competing offers for this transaction. The acquirer is not associated with any securities-related business nor registered with SEBI as a market intermediary.

Post-acquisition, changes in the composition of the Board of Directors will be made in accordance with the Companies Act, 2013, SEBI (LODR) Regulations, 2015, and Regulation 24 of the SEBI (SAST) Regulations, 2011. If the public shareholding falls below the minimum required level under Rule 19A of the SCRR, the acquirer will ensure compliance through measures such as offer for sale, rights issue, or qualified institution placement.

As on March 31, 2026, Neelkanth Rock-Minerals reported no contingent liabilities. The promoter group had not filed any report under Regulation 10(7) of SEBI (SAST) Regulations, except for an acquisition of 4,63,850 equity shares (9.20%) on September 7, 2018. No directors representing the acquirer currently sit on the target company’s board.

Mr. Sesha Sai Nikhil Chintalapati has initiated an open offer to acquire up to 26.00% of the equity share capital of Neelkanth Rockminerals Limited from public shareholders at a price of ₹19.40 per share. The offer, aggregating to ₹2,54,40,422.80, is being made pursuant to the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This move follows a Share Purchase Agreement (SPA) dated June 06, 2026, through which the acquirer agreed to purchase 31,29,951 equity shares, representing 62.06% of the voting share capital, from the existing promoter sellers for a total consideration of ₹6,07,21,049.40.

The open offer is not conditional upon a minimum level of acceptance from shareholders. The acquirer has deposited ₹75,00,000 into an escrow account with Yes Bank Limited, representing 29.48% of the maximum consideration payable under the offer. The funds required for the acquisition will be met through the acquirer's own liquid resources, and no borrowings from financial institutions are envisaged. The acquirer has a net worth of ₹4,686.00 Lakhs as certified by CA Ramesh Nemalikanti.

Offer Details and Schedule

The offer opens for tendering on Wednesday, July 29, 2026, and closes on Tuesday, August 11, 2026. The equity shares of the target company are listed on BSE Limited under the symbol NEELKAN. As the shares are infrequently traded, the offer price of ₹19.40 was determined based on valuation parameters including book value and comparable trading multiples, with a fair value of ₹16.88 certified by a registered valuer. The price is also justified by the negotiated price under the SPA.

Financials and Strategic Intent

Neelkanth Rockminerals Limited is currently not operating any business and generates income primarily from interest. For the financial year ended March 31, 2026, the company reported a total revenue of ₹64.41 Lakhs and a Profit After Tax of ₹22.72 Lakhs. The acquirer intends to diversify the operations of the target company into the business of Artificial Intelligence (AI) with prior shareholder approval and may reorganise the capital structure accordingly.

Shareholding Pattern

The table below outlines the shareholding changes post-acquisition and offer, assuming full acceptance of the open offer.

Mark Corporate Advisors Private Limited is acting as the Manager to the Open Offer, while Purva Sharegistry (India) Private Limited has been appointed as the Registrar to the Offer. The acquirer has stated that there is no intention to delist the equity shares of the company pursuant to this open offer.