Noble Polymers Limited: Open Offer for 26.00% Stake at ₹5.00 Per Share Under SEBI SAST Regulations
Mr. Mahesh Alabhai Odedra and Mr. Hiren Rambhai Odedra have launched a mandatory open offer to acquire up to 22,76,406 equity shares of Noble Polymers Limited, representing 26.00% of the emerging voting share capital, at ₹5.00 per share in cash. The offer, managed by Kunvarji Finstock Private Limited, was triggered by a proposed preferential allotment approved by the Board of Directors on May 14, 2026, with maximum aggregate consideration of ₹1,13,82,030. Assuming full acceptance, the acquirers' combined post-offer shareholding would stand at 52.00% of the emerging voting share capital. The Detailed Public Statement is to be published on or before May 21, 2026.

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Kunvarji Finstock Private Limited, acting as Manager to the Offer, has issued a Public Announcement on behalf of Mr. Mahesh Alabhai Odedra (Acquirer-1) and Mr. Hiren Rambhai Odedra (Acquirer-2) for an open offer to acquire equity shares of Noble Polymers Limited. The announcement, dated May 14, 2026, has been made in compliance with Regulations 3(1) and 4 read with Regulations 13, 14, and 15(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
Open Offer Details
The open offer seeks to acquire up to 22,76,406 fully paid-up equity shares of face value ₹5.00 each, representing 26.00% of the emerging voting share capital of Noble Polymers Limited. The offer price has been set at ₹5.00 per share, payable in cash, and has been determined in accordance with Regulations 8(1) and 8(2) of the SEBI (SAST) Regulations, 2011. The equity shares of the target company are noted as not being frequently traded within the meaning of Regulation 2(1)(j) of the SEBI (SAST) Regulations, 2011.
| Parameter: | Details |
|---|---|
| Offer Size: | Up to 22,76,406 equity shares (26.00% of emerging voting share capital) |
| Offer Price: | ₹5.00 per share |
| Mode of Payment: | Cash |
| Maximum Aggregate Consideration: | ₹1,13,82,030 |
| Type of Offer: | Mandatory Open Offer under Regulations 3(1) & 4 of SEBI (SAST) Regulations, 2011 |
| Announcement Date: | May 14, 2026 |
As on the date of the Public Announcement, the acquirers do not hold any equity shares of the target company.
Underlying Transaction
The open offer has been triggered by the Board of Directors of Noble Polymers Limited, who, in their meeting held on May 14, 2026, proposed to issue and allot equity shares and convertible warrants on a preferential basis to the acquirers and non-promoters. The preferential issue is subject to approval by shareholders and other regulatory authorities.
| Transaction Type: | Mode: | Shares / Voting Rights: | % of Emerging Voting Share Capital: | Total Consideration (Rs.): | Payment Mode: |
|---|---|---|---|---|---|
| Direct Acquisition | Proposed Preferential Allotment of 22,76,400 Equity Shares | 22,76,400 | 26.00 | 1,13,82,000 | Cash |
| — | Proposed Preferential Allotment of 2,34,75,735 Convertible Warrants | 60,00,000 | — | 3,00,00,000 | — |
The 2,34,75,735 convertible warrants do not form part of the emerging voting share capital of the target company as on the tenth working day from the closure of the tendering period, as the warrants can be exercised at any time after six months from the completion of the offer and prior to the expiry of eighteen months from the date of allotment. Each convertible warrant is convertible into one equity share of the target company.
Acquirer Details and Post-Offer Shareholding
The acquirers are Mr. Mahesh Alabhai Odedra, residing at 501, Navkar Harmony, Near Ahmedabad Haat, Vastrapur, Ahmedabad-380015, Gujarat, and Mr. Hiren Rambhai Odedra, residing at Mangal Dip, Co. Op. Society, Lal Palace Road, Porbandar-360575, Gujarat. Hiren Rambhai Odedra is the cousin of Mahesh Alabhai Odedra. Both acquirers held NIL equity shares in the target company prior to this transaction.
| Details: | Acquirer-1 (Mahesh Alabhai Odedra) | Acquirer-2 (Hiren Rambhai Odedra) | Total |
|---|---|---|---|
| Pre-Transaction Shares: | NIL | NIL | — |
| Pre-Transaction % of Emerging Voting Capital: | NIL | NIL | — |
| Post-Offer Shares (assuming full acceptance): | 45,51,806 | 1,000 | 45,52,806 |
| Post-Offer % of Emerging Voting Capital: | 51.99 | 0.01 | 52.00 |
Pursuant to the open offer and the transactions contemplated, the acquirers would be in compliance with Regulation 38 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring that public shareholding shall not fall below 25%.
About the Target Company
Noble Polymers Limited is registered at Shop 10, Ankur Complex, Behind Town Hall, Ashram Road, Ellisbridge, Ahmedabad-380006, Gujarat, India, with CIN L17119GJ1994PLC022429. The company is listed on BSE Limited. The target company had been suspended for more than six months since 2018, following which the exchange initiated compulsory delisting proceedings. In 2025, the target company challenged the decision before the Securities Appellate Tribunal (SAT), which subsequently ordered that the company remain under suspension rather than be delisted. Subsequently, in the same year, the suspension was revoked, and the shares are currently being traded on the exchange.
Regulatory and Procedural Highlights
The open offer is a mandatory offer and is not conditional upon any minimum level of acceptance under Regulation 19(1) of the SEBI (SAST) Regulations, 2011. It is also not being issued pursuant to a competing offer under Regulation 20 of the SEBI (SAST) Regulations, 2011. The acquirers have confirmed they do not intend to delist the target company pursuant to this offer. The Detailed Public Statement is to be published within 5 working days of this Public Announcement, i.e., on or before May 21, 2026, in accordance with Regulations 13(4), 14(3), and 15(2) of the SEBI (SAST) Regulations, 2011. The acquirers have confirmed firm financial arrangements for financing the acquisition of the offer shares in terms of Regulation 25(1) of the SEBI (SAST) Regulations, 2011.
How might the conversion of 2,34,75,735 warrants into equity shares impact the public shareholding structure and minimum float requirements once exercised within the 18-month window?
Given Noble Polymers Limited's history of suspension and compulsory delisting proceedings, what operational or financial turnaround strategy are the acquirers likely to pursue to restore investor confidence?
How could the acquirers' combined post-offer stake of 52% influence Noble Polymers' corporate governance, board composition, and future strategic direction?


























