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.

Oxford Industries is set to witness a significant ownership change as Mr. Saroj Kumar Choudhury announces a mandatory open offer to acquire additional equity shares following his substantial acquisition from the promoter group. The open offer, managed by Navigant Corporate Advisors Limited, represents a strategic move to comply with SEBI takeover regulations while potentially consolidating control of the textile company.

Open Offer Details

The acquirer has announced an open offer for up to 15,45,271 fully paid-up equity shares of Rs. 10 face value each, constituting 26.00% of Oxford Industries' voting share capital. The offer price has been set at Rs. 5 per share, with the entire consideration to be paid in cash.

Underlying Transaction

The open offer has been triggered by a Share Purchase Agreement dated March 12, 2026, wherein Mr. Choudhury will acquire a substantial stake from the existing promoter group. The transaction involves purchasing 25,97,370 equity shares representing 43.70% of the company's fully paid-up voting equity share capital.

Selling Shareholders

The shares are being acquired from six members of the promoter group, who will completely exit their holdings in the company:

Acquirer Profile and Shareholding Changes

Mr. Saroj Kumar Choudhury, currently the Managing Director of Oxford Industries, holds 1,64,200 equity shares representing 2.76% of the company's paid-up equity share capital. Following the completion of the underlying transaction, his shareholding will increase to 27,61,570 shares, representing 46.46% of the equity capital.

Regulatory Compliance and Timeline

The open offer is being conducted under Regulation 3(1) and 4 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The offer is not conditional upon any minimum level of acceptance and represents a triggered offer rather than a voluntary or competing offer. The detailed public statement containing comprehensive offer terms will be published in newspapers by March 20, 2026.

Oxford Industries Limited, incorporated in 1980 and listed on BSE with scrip code 514414, operates in the textile sector with its registered office located in Mumbai, Maharashtra. The company's shares are classified as infrequently traded on the exchange.