SJ Corporation Ltd has notified BSE Limited of a board meeting to be held at shorter notice on Friday, May 15, 2026, in compliance with Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. The intimation, dated May 12, 2026, was submitted by the company's Managing Director, Deepak Upadhyay.

Agenda of the Board Meeting

The board meeting has been convened to address key matters related to the company's secretarial audit function for the financial year 2025-2026. The following items are on the agenda:

Regulatory Compliance

The notice has been issued in accordance with Regulation 29 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which mandates listed companies to inform stock exchanges of board meetings convened at shorter notice. The filing was made to BSE Limited, where the company's shares are listed.

Company Details

Key identifiers and contact information for SJ Corporation Ltd are as follows:

The intimation was digitally signed by Deepak Upadhyay, Managing Director (DIN: 02270389), on May 12, 2026.

A corrigendum to the Public Announcement, Detailed Public Statement, and Draft Letter of Offer has been filed in connection with the open offer for SJ Corporation Limited, the target company. The corrigendum, dated Thursday, May 07, 2026, and published in newspapers on Friday, May 08, 2026, was issued by Diggi Corporate Advisors Private Limited, the Manager to the Offer, on behalf of the four acquirers — Mr. Pintu Kanjibhai Kalavadia (Acquirer 1), Mr. Prashant Kanjibhai Kalavadia (Acquirer 2), Mr. Umang Kantilal Savani (Acquirer 3), and Mr. Kalpesh Patel (Acquirer 4). The filing is in compliance with Regulation 16(6) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (SEBI (SAST) Regulations).

Open Offer Overview

The open offer seeks to acquire up to 1,12,72,300 equity shares, representing 26.00% of the Expanded Voting Share Capital of SJ Corporation Limited, at an offer price of ₹12.00/- per equity share, payable in cash. The offer is being made pursuant to Regulations 3(1) and 4 of the SEBI (SAST) Regulations. The Expanded Voting Share Capital includes 3,50,00,000 equity shares allotted pursuant to a preferential issue, resulting in an expanded paid-up share capital of ₹4,33,55,000.00/- comprising 4,33,55,000 equity shares.

The following table summarises the key parameters of the open offer:

Revised Schedule of Major Activities

The corrigendum revises the schedule of major activities as follows:

Preferential Issue and Acquirer Shareholding

Pursuant to the Share Subscription Agreement dated Friday, January 30, 2026, and a Board Resolution dated Friday, March 13, 2026, the acquirers were allotted 2,17,00,000 equity shares representing 50.05% of the Expanded Voting Share Capital for an aggregate consideration of ₹26,04,00,000.00/-. These shares are held in a Demat Escrow Account (Client ID: 10131920) under the name "S. J. Corporation Limited - Escrow Account" maintained by Nikunj Stock Brokers Limited. The acquirers have been categorised as promoters of the Target Company as a result.

The following table details the proposed shareholding of each acquirer after full acceptance of the open offer:

The Board of Directors of the Target Company had approved the issuance of 3,50,00,000 equity shares at a preferential issue price of ₹12.00/- per equity share, aggregating up to ₹42,00,00,000/-, which was subsequently approved by shareholders at an Extra-Ordinary General Meeting held on Monday, March 02, 2026. The Target Company received Listing Approval from BSE Limited vide letter reference number LOD/PREF/SS/FIP/57/2026-27 dated Friday, April 10, 2026, and Trading Approval vide letter reference number LOD/PREF/SV/22/1 2026-2027 dated Friday, April 24, 2026.

Financial Arrangements and Escrow

The maximum consideration payable by the acquirers to acquire up to 1,12,72,300 offer shares at ₹12.50/- (Rupees Twelve and Fifty Paise) per equity share, assuming full acceptance, aggregates to ₹13,52,67,600.00/-. An escrow account under the name "Kalpesh Patel SJ - Open Offer Escrow Account" has been opened with Axis Bank Limited in accordance with Regulation 17 of the SEBI (SAST) Regulations.

On January 31, 2026, the acquirers deposited ₹3,40,22,000.00/-, representing more than 25.00% of the total consideration. Subsequently, on Monday, April 20, 2026, an additional amount of ₹10,12,45,600.00/- was deposited. As of the date of the corrigendum, ₹13,52,67,600.00/- has been deposited in the escrow account, constituting 100% of the total consideration payable assuming full acceptance.

Target Company and Subsidiary Financial Highlights

SJ Corporation Limited's financial results for the nine-months period ended December 31, 2025, reflect Total Income of ₹1,749.00 lakhs and Profit After Tax of ₹37.10 lakhs, with Earnings Per Share of ₹0.44. For the Financial Year ended March 31, 2025, the company reported Total Income of ₹1,543.24 lakhs and a Loss After Tax of ₹(20.18) lakhs. For the Financial Year ended March 31, 2024, Total Income stood at ₹1,557.26 lakhs with Profit After Tax of ₹0.61 lakhs.

Fishfa Rubbers Limited, the wholly owned subsidiary of the Target Company engaged in the manufacturing of reclaimed rubber, reported Total Income of ₹11,106.31 lakhs and Profit After Tax of ₹1,052.43 lakhs for the half-year ended September 30, 2025. For the Financial Year ended March 31, 2025, the subsidiary reported Total Income of ₹18,975.92 lakhs and Profit After Tax of ₹821.68 lakhs, with a Return on Net Worth of 17.6% and Book Value per Equity Share of ₹107.41.

Regulatory Compliance Disclosures

The corrigendum discloses certain non-compliances with provisions of the SEBI (SAST) Regulations by the acquirers. Under Regulation 29(1) and 29(2), Acquirers 1 and 2 filed disclosures with a delay of 6 days, while Acquirers 3 and 4 filed with a delay of 7 days, with the due date being Tuesday, March 17, 2026. Additionally, non-compliances under Regulation 31(4) were noted for all four acquirers, as the relevant information was not reflecting under the SAST Disclosure tab on BSE's website, though filings were made on Thursday, April 09, 2026, ahead of the due date of Friday, April 10, 2026. The acquirers have confirmed they have not been prohibited by SEBI from dealing in securities, have not been categorised as wilful defaulters or fraudulent borrowers, and are not declared as Fugitive Economic Offenders under the Fugitive Economic Offenders Act, 2018.