The Committee of Independent Directors of Niraj Cement Structurals has recommended that shareholders accept the open offer made by Gulshankumar Vijaykumar Chopra, declaring the terms fair and reasonable. The acquirer seeks to purchase up to 1,55,20,529 equity shares at a price of ₹29 per fully paid-up share, representing 26% of the company’s voting capital. This validation provides critical assurance to investors regarding the valuation methodology used for the takeover bid.

The recommendation was issued on July 28, 2026, under Regulation 26(7) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Navigant Corporate Advisors Limited served as the manager to the offer. The advertisement containing the committee’s recommendations was published in Financial Express, Jansatta, and Navshakti on July 29, 2026. Ratan Umesh Sanil, Chairman of the Committee of Independent Directors, signed the statement confirming the assessment.

Committee Composition and Independence

The Committee of Independent Directors consists of three members who have no financial interest in the target company or the acquirer. None of the members hold equity shares in Niraj Cement Structurals or have engaged in trading of its securities. Furthermore, they have no contractual or other relationships with Gulshankumar Vijaykumar Chopra.

Rationale for Recommendation

The committee based its positive recommendation on three primary factors derived from market data and transaction structures:

• SPA Consideration: The offer price aligns with the purchase consideration paid by the acquirer to sellers in separate Share Purchase Agreements (SPAs).
• Trading Frequency: The equity shares are classified as frequently traded under Regulation 2(j) of the SEBI SAST Regulations, ensuring sufficient liquidity data for valuation.
• Market Premium: The ₹29 per share price exceeds the volume-weighted average market price of the shares for the 60 trading days immediately preceding the public announcement dated June 16, 2026.

What This Means for Shareholders

While the independent directors have deemed the offer fair, they have advised shareholders to independently evaluate the proposal before making a decision. The acceptance of the offer could lead to a significant change in the ownership structure of Niraj Cement Structurals. Investors should monitor further disclosures regarding the final outcome of the open offer and any subsequent changes in management or promoter holding.

Gulshankumar Vijaykumar Chopra has revised the timeline for the open offer to acquire up to 26.00% of the fully paid-up equity and voting share capital of niraj cement structurals . The acquirer is offering to purchase 1,55,20,529 equity shares of Rs. 10/- each at a price of Rs. 29/- per fully paid-up equity share. The revision accelerates the process, moving the opening of the offer to July 31, 2026, and the closure to August 13, 2026.

Navigant Corporate Advisors Limited issued the corrigendum to the detailed public statement on behalf of the acquirer in compliance with the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The modification follows SEBI Observation Letter no. HO/49/12/11(70)2026-CFD-RAC-DCR1/I/16413/2026 dated July 15, 2026. The detailed public statement was originally published in various newspapers on June 23, 2026.

Revised Schedule of Activities

The corrigendum updates several key dates in the offer process. The date for the receipt of comments from SEBI on the Draft Letter of Offer has been moved forward to July 15, 2026, from July 22, 2026. Consequently, the identified date for determining shareholder eligibility is now July 17, 2026, and the Letter of Offer will be dispatched by July 24, 2026.

All other terms and conditions of the open offer remain unchanged. The identified date is specifically for determining the names of shareholders to whom the Letter of Offer will be sent. All owners of equity shares, except the acquirer, sellers, existing promoters, and persons deemed to be acting in concert, are eligible to participate in the offer before its closure.