The South India Paper Mills Limited held its 67th Annual General Meeting on September 17, 2026. Shareholders approved the audited financial statements for the year ended March 31, 2026, alongside several key governance resolutions.

South India Paper Mills conducted the meeting via video conference, with the deemed venue at its registered office in Nanjangud, Karnataka. Manish M Patel, Managing Director, chaired the proceedings.

Key Resolutions Passed

Shareholders voted on five resolutions during the meeting. The ordinary resolutions included the adoption of the Audited Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement for FY26. Additionally, shareholders approved the reappointment of Ajay D Patel as a director, who retires by rotation.

Special resolutions focused on management continuity and compensation:

• Continuation of Harshad Natvarlal Modi’s appointment under Regulation 17(1A) of SEBI LODR Regulations.
• Approval of remuneration for Managing Director Manish M Patel under Schedule V of the Companies Act, 2013.
• Approval of minimum managerial remuneration for Whole Time Director Kanishka Harshad Modi.

Voting Process

The company offered remote e-voting from September 14 to September 16, 2026. Shareholders who did not vote remotely could cast their votes electronically via Instapoll during the meeting. The voting link remained open for 15 minutes after the meeting concluded.

Meeting Proceedings

Manish M Patel delivered the Chairman’s speech, noting that there were no qualifications in the audit report. The Directors’ Report and Auditor’s Report were taken as read with shareholder consent. Four out of nine registered speaker shareholders participated in the question-and-answer session, raising queries addressed by the Chairman.

B S Ravikumar & Associates served as Statutory Auditors, while S N Hitaish Kumar acted as Scrutinizer. The results were declared subject to receipt of the requisite number of votes.

The South India Paper Mills Limited disclosed receipt of the Draft Letter of Offer for an open offer to acquire a 26% stake in the company. Nandini Modi and Kirit Modi, along with seven persons acting in concert (PACs), are making the mandatory offer at ₹120 per equity share.

The open offer seeks to acquire up to 48,75,000 fully paid-up equity shares from public shareholders. This acquisition follows a Share Purchase Agreement (SPA) dated August 18, 2026, wherein the acquirers agreed to purchase 37,90,240 shares (20.21%) from sellers Harshad Natvarlal Modi and Rajul Harshad Modi. The SPA transaction is valued at ₹45,48,28,800.

Offer Structure and Timeline

The tendering period for the open offer is scheduled to commence on October 13, 2026, and close on October 27, 2026. Indcap Advisors Private Limited has been appointed as the manager to the open offer, while KFin Technologies Limited serves as the registrar. ICICI Bank Limited acts as the escrow agent.

Post-Offer Shareholding Pattern

Upon full acceptance of the open offer and completion of the underlying SPA transaction, the combined holding of the acquirers and PACs will rise to 1,22,60,216 shares, representing 65.39% of the voting share capital. Prior to this transaction, the acquirers and PACs held 35,94,976 shares (19.17%).

The existing promoters, excluding those selling their stake, will retain a 27.82% holding. Consequently, the public shareholding will reduce to 6.79% (12,73,174 shares) assuming full acceptance. The acquirers have undertaken to take necessary steps to ensure compliance with minimum public shareholding requirements under SEBI (LODR) Regulations if the public float falls below the mandated threshold.

What the Numbers Show

The offer price of ₹120 per share represents a premium over recent market averages. It matches the negotiated price in the SPA and exceeds the volume-weighted average price (VWAP) of ₹86.50 over the 52 weeks preceding the public announcement. The price also surpasses the highest acquisition price of ₹105.20 in the preceding 26 weeks and the 60-day VWAP of ₹102.39. This pricing structure reflects the control premium associated with the substantial acquisition of voting rights.