Oxford Industries Limited is set for a mandatory open offer following the submission of a draft letter of offer by Navigant Corporate Advisors Limited to SEBI on March 30, 2026. The open offer, mandated under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, represents a significant corporate development for the textile company.

Open Offer Details

Saroj Kumar Choudhury, the acquirer, proposes to acquire up to 15,45,271 equity shares of Rs 10 each, representing 26.00% of Oxford Industries' fully paid-up equity and voting share capital. The offer price has been set at Rs 5 per equity share, with the shares to be acquired free from all liens, charges, and encumbrances.

Trigger for Open Offer

The mandatory open offer was triggered following Choudhury's execution of a Share Purchase Agreement (SPA) dated March 12, 2026. Under this agreement, he agreed to purchase 25,97,370 equity shares constituting 43.70% of the company's fully paid-up equity share capital from existing promoters at approximately Rs 3.62 per equity share.

Acquirer Background

Saroj Kumar Choudhury, aged 57 years, is a resident Indian currently serving as Managing Director of Oxford Industries Limited. He holds a Master of Business Administration degree in Information Technology and brings over 25 years of experience in IT Infrastructure Management. His certified net worth stands at Rs 194.35 lakhs as of March 12, 2026.

Currently, Choudhury holds 1,64,200 equity shares (2.76%) in Oxford Industries as a public category shareholder. Upon completion of both the SPA and the open offer (assuming full acceptance), his total shareholding would reach 43,06,841 equity shares, representing 72.46% of the company's equity capital.

Company Profile

Oxford Industries Limited, incorporated in 1980, operates in the textile segment with its registered office located in Mumbai. The company's authorized capital stands at Rs 1,550.00 lakhs, while the issued, subscribed, and paid-up capital is Rs 594.34 lakhs divided into 59,43,350 equity shares of Rs 10 each. The company's shares are listed on BSE Limited under scrip code 514414.

Regulatory Framework

The open offer is being conducted through the stock exchange mechanism provided by BSE Limited, with Allwin Securities Limited appointed as the buying broker. MUFG Intime India Private Limited serves as the registrar to the offer. The acquirer has deposited Rs 20.00 lakhs in an escrow account with Axis Bank Limited, exceeding the required 25% of the offer consideration.

Strategic Objectives

Choudhury's primary objective is to acquire management control of Oxford Industries Limited. He proposes to continue the existing business operations while potentially diversifying into other areas with prior shareholder approval. The acquisition aims to expand the company's business activities through effective control while utilizing the ready listing platform.

The offer represents a significant change in Oxford Industries' ownership structure, with existing promoters set to exit their positions and be reclassified as public shareholders upon completion of the transaction.

Oxford Industries Limited faces a significant ownership change as Mr. Saroj Kumar Choudhury launches an open offer to acquire a substantial stake in the textile company. Navigant Corporate Advisors Limited, serving as the manager to the offer, has published the detailed public statement outlining the acquisition terms and regulatory compliance requirements.

Open Offer Structure and Pricing

The open offer targets acquisition of up to 15,45,271 equity shares representing 26.00% of Oxford Industries' fully paid-up equity share capital. The offer price has been set at Rs. 5.00 per share, payable in cash to all public shareholders except the acquirer and existing promoter group members.

The pricing methodology complies with SEBI regulations, considering the negotiated price of Rs. 3.62 per share in the underlying share purchase agreement and a fair valuation of Rs. 3.70 per share certified by an independent valuer.

Acquirer Profile and Background

Mr. Saroj Kumar Choudhury, aged 57 years, brings over 25 years of experience in IT infrastructure management including security, networking, and project management across service and captive setups. Currently serving as Managing Director of Oxford Industries, he holds 1,64,200 equity shares representing 2.76% of the paid-up capital.

The acquirer has entered into a share purchase agreement to acquire 25,97,370 shares (43.70% stake) from six promoter group members at approximately Rs. 3.62 per share, triggering the mandatory open offer requirement.

Target Company Overview

Oxford Industries Limited, incorporated in 1980 and listed on BSE (scrip code: 514414), operates in the textile segment. The company has revived operations from the last quarter of the previous financial year following one-time settlement and withdrawal of debt recovery tribunal cases.

The company's authorized capital stands at Rs. 1,550.00 lacs with paid-up capital of Rs. 594.34 lacs divided into 59,43,350 equity shares of Rs. 10 face value each.

Shareholding Transformation

The transaction will result in significant changes to Oxford Industries' ownership structure. The selling shareholders, all belonging to the Laila family promoter group, will completely exit their positions.

Upon full acceptance of the open offer, Mr. Choudhury's total shareholding will reach 43,06,841 shares representing 72.46% of the company's equity capital.

Financial Arrangements and Regulatory Compliance

The acquirer has established adequate financial arrangements to meet the offer obligations. An escrow account with Axis Bank Limited has been funded with Rs. 20.00 lacs, exceeding the required 25% of maximum offer consideration. The acquirer's net worth of Rs. 194.35 lacs as certified by chartered accountant CA Jay Shah provides sufficient resources for the transaction.

The equity shares of Oxford Industries are classified as infrequently traded with annualized trading turnover of only 0.48% on BSE during the twelve months preceding the public announcement. This classification influences the pricing methodology under SEBI takeover regulations, allowing for independent valuation-based pricing rather than market price averaging.