Niraj Cement Structurals Limited incorporated the Niraj Group Foundation on August 20, 2026, to manage its corporate social responsibility initiatives. The new entity is a Section 8 company limited by guarantee.

The listed entity disclosed the incorporation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The filing was submitted to the BSE and NSE on August 21, 2026.

Structure and Control

Niraj Cement Structurals Limited holds the foundation as a wholly owned subsidiary. The foundation operates without share capital, structured instead as a company limited by guarantee. Consequently, there is no cash consideration or share swap involved in the establishment.

The listed entity retains control over the management and affairs of the foundation. No governmental or regulatory approvals were required for the incorporation process.

Operational Scope

The Niraj Group Foundation focuses on social welfare and CSR activities in accordance with Section 135 of the Companies Act, 2013. The entity is based in India and aims to implement specific social welfare projects under the parent company's direction.

Gulshankumar Vijaykumar Chopra has completed the acquisition of a 49.82% stake in Niraj Cement Structurals , bringing his total holding to 2,97,40,004 equity shares. The transaction was executed through a combination of share purchase agreements (SPA) and a mandatory open offer under SEBI (SAST) Regulations, 2011.

The open offer, which opened on July 31, 2026, and closed on August 13, 2026, was priced at ₹29 per fully paid-up equity share. While the acquirer initially proposed to acquire up to 1,55,20,529 shares (representing 26% of the voting share capital), only 21,350 shares were tendered and accepted by public shareholders. Consequently, the actual size of the open offer amounted to ₹6,19,150, a significant deviation from the proposed offer size of ₹45,00,95,341.

Acquisition Breakdown

The total post-offer shareholding of the acquirer is derived from three components: pre-existing holdings, shares acquired via SPA, and shares acquired through the open offer. Navigant Corporate Advisors Limited served as the manager to the offer, while MUFG Intime India Private Limited acted as the registrar.

What the Numbers Show

The minimal response to the open offer highlights that the bulk of the control transfer occurred through negotiated block deals rather than public market participation. With only 21,350 shares tendered out of the 1,55,20,529 shares offered, the open offer mechanism served primarily as a regulatory formality to facilitate the larger SPA-based acquisition. The acquirer’s individual holding stands at 49.82%, while the collective promoter group, including other promoters, holds 65.97% of the voting share capital.

Regulatory Compliance

The post-offer advertisement was issued in compliance with Regulation 18(12) of the SEBI (SAST) Regulations, 2011. The Detailed Public Statement (DPS) for the acquisition was published on June 23, 2026, in Financial Express, Jansatta, and Navshakti. Consideration for the accepted shares was paid on August 19, 2026. The public shareholders’ holding, excluding selling shareholders, decreased marginally from 34.07% to 34.03% post-offer.