Jai Mata Glass Limited is the subject of a mandatory open offer under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as three acquirers — Mr. Ashwani Gulati (Acquirer 1), Ms. Kiran Gulati (Acquirer 2), and M/s Veerasha Trust (Acquirer 3) — seek to acquire up to 2,60,00,000 (Two Crore Sixty Lakh) equity shares of face value INR 1.00 each, representing 26.00% of the company's paid-up equity share capital, at an offer price of INR 1.85 per fully paid-up equity share payable in cash. The offer is triggered following the Acquirers' entry into a Share Purchase Agreement (SPA) dated July 13, 2026, with the existing promoter sellers — Ms. Anu Marwah, Mr. Inesh Marwah, and M/s J P Overseas Private Limited — for the acquisition of 4,45,65,460 equity shares representing 44.57% of the paid-up equity share capital, aggregating to INR 8,24,46,101 in cash.

Offer Structure and Key Parameters

The open offer is a triggered/mandatory offer in compliance with Regulation 3(1) and Regulation 4 of the SEBI (SAST) Regulations, 2011. The offer is not subject to any minimum level of acceptance and is not a competing offer. Upon completion of the offer, assuming full acceptances, the Acquirers will collectively hold 7,05,65,460 equity shares, representing 70.57% of the paid-up equity share capital of the Target Company. The following table summarises the key parameters of the offer:

Schedule of Offer Activities

The offer follows a structured timeline as prescribed under the SEBI (SAST) Regulations, 2011. The key dates are presented below:

Background of the Acquirers

The three acquirers are related parties. Mr. Ashwani Gulati (Acquirer 1), aged 64 years, is an entrepreneur with experience in steel and metals trading, consultancy, and real estate. His net worth as on June 30, 2026 is INR 4,21,21,132. Ms. Kiran Gulati (Acquirer 2), aged 63 years and spouse of Acquirer 1, has experience in steel and metals trading and consultancy, with a net worth of INR 7,77,01,958 as on June 30, 2026. M/s Veerasha Trust (Acquirer 3) is a private family trust registered on March 12, 2026, under the Indian Trusts Act, 1882, with Mr. Ashwani Gulati as Managing Trustee and Ms. Kiran Gulati as Co-Trustee; its net worth as on June 30, 2026 is INR 20,93,489. None of the Acquirers held any shares in the Target Company as on the date of the Public Announcement.

About Jai Mata Glass Limited

Jai Mata Glass Limited (CIN: L26101HP1981PLC004430) was incorporated on February 27, 1981, and listed its equity shares on BSE on November 01, 1986. The company is engaged in the trading of glass and procuring orders as a sales agent in the eastern and northern regions of India, with its registered office at Village Tipra Tehsil Barotiwala, Solan, Himachal Pradesh – 174103. The total paid-up equity share capital is INR 10,00,00,000, comprising 10,00,00,000 equity shares of INR 1.00 each. The authorized share capital stands at INR 11,75,00,000, comprising equity share capital of INR 10,00,00,000 and preference share capital of INR 1,75,00,000.

The Target Company's standalone financial performance over the last three audited financial years is summarised below (INR in Lacs):

Offer Price Justification and Financial Arrangements

The offer price of INR 1.85 per equity share has been determined as the highest of the applicable parameters under Regulation 8(2) of the SEBI (SAST) Regulations. The volume-weighted average price (VWAP) for the 60 trading days immediately preceding the date of the Public Announcement, as traded on BSE, was INR 1.81, based on a total of 33,59,057 shares traded during the period from April 15, 2026 to July 10, 2026. The highest negotiated price under the SPA was INR 1.85, which represents the offer price. The equity shares of the Target Company are classified as frequently traded within the meaning of the SEBI (SAST) Regulations, 2011, based on an annualised trading turnover of 26.19% for the twelve calendar months from July 2025 to June 2026, with 2,61,94,173 shares traded out of a total of 10,00,00,000 equity shares.

For financial arrangements, the total fund requirement for the open offer, assuming full acceptances, is INR 4,81,00,000 (the Maximum Consideration). In accordance with Regulation 17 of the SEBI (SAST) Regulations, the Acquirers have deposited INR 1,25,00,000 (the Minimum Escrow Amount), representing more than 25% of the Maximum Consideration, in an escrow account titled 'Escrow Account – CPCPL JMGL – Open Offer' with Kotak Mahindra Bank Limited. Any additional fund requirement will be met through the internal resources of the Acquirers.

Pre- and Post-Offer Shareholding Pattern

The table below presents the shareholding pattern of the Target Company before and after the proposed acquisition and open offer, assuming full acceptances:

Post completion of the offer, the Acquirers will be classified into the Promoter and Promoter Group of the Target Company, and the existing promoter group members will be reclassified into the public category in accordance with Regulation 31A of the SEBI (LODR) Regulations, 2015. The public shareholding is confirmed to remain above the minimum threshold of 25% as required under Regulation 38 of the SEBI (LODR) Regulations, 2015. The Manager to the Offer is Corporate Professionals Capital Private Limited, and the Registrar to the Offer is Beetal Financial & Computer Services Private Limited. The Buying Broker for the open offer is Nikunj Stock Brokers Limited.

Mr. Ashwani Gulati, Ms. Kiran Gulati and M/s Veerasha Trust have initiated a mandatory open offer to acquire up to 2,60,00,000 equity shares, representing 26.00% of the paid-up equity share capital of Jai Mata Glass Limited , at a price of ₹1.85 per share. The offer, which is not conditional upon a minimum level of acceptance, is triggered by the acquirers' agreement to purchase a 44.57% stake from existing promoters, thereby assuming control of the target company. The offer opens on September 3, 2026, and closes on September 17, 2026.

The open offer follows a Share Purchase Agreement (SPA) executed on July 13, 2026, between the acquirers and the sellers—Ms. Anu Marwah, Mr. Inesh Marwah and M/s J P Overseas Private Limited. Under this agreement, the acquirers are purchasing 4,45,65,460 equity shares at ₹1.85 per share, aggregating to ₹8,24,46,101. This transaction necessitated the public announcement in compliance with Regulation 3(1) and Regulation 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Corporate Professionals Capital Private Limited is acting as the Manager to the Offer.

Offer and Transaction Details

The open offer is for 26.00% of the paid-up equity share capital, with the total consideration payable by the acquirers estimated at ₹4,81,00,000 assuming full acceptance. The payment will be made in cash. The underlying transaction involves the acquisition of 44.57% of the company's equity shares, which alters the control structure. Upon completion of the offer, assuming full acceptances, the acquirers will hold 70.57% of the paid-up equity share capital.

Acquirer and Seller Information

The acquirer group consists of three entities: Mr. Ashwani Gulati, Ms. Kiran Gulati and M/s Veerasha Trust. Prior to this transaction, none of the acquirers held any shares in the company. Post-transaction, their combined shareholding from the direct acquisition will be 44.57%. Mr. Ashwani Gulati serves as the Managing Trustee of M/s Veerasha Trust, while Ms. Kiran Gulati is the Co-Trustee.

The selling shareholders are all members of the promoter and promoter group. Ms. Anu Marwah is selling 2,49,22,960 shares (24.92%), Mr. Inesh Marwah is selling 73,600 shares (0.07%), and M/s J P Overseas Private Limited is selling 1,95,68,900 shares (19.57%). Following the sale, their shareholding in the target company will reduce to nil.