Tejassvi Aaharam Limited's Committee of Independent Directors has published its recommendation regarding the mandatory open offer by multiple acquirers to acquire up to 70,00,000 equity shares from public shareholders. The recommendation was published on April 24, 2026, across multiple newspapers following the committee meeting held on April 22, 2026.

Open Offer Details

The open offer is being made by four acquirers working in concert: Prasanna Natarajan (Acquirer 1), Rajat Chakra Credit & Holdings Private Limited (Acquirer 2), Sipping Spirits Private Limited (Acquirer 3), and Saranga Investments & Consultancy Private Limited (Acquirer 4), together with Rajalakshmi Natarajan acting as Person Acting in Concert (PAC).

Independent Directors Committee Recommendation

The Committee of Independent Directors, comprising Chinnathambi Vinothkumar (Chairman) and Thangavelu Dhana Lakshmi (Member), unanimously approved their recommendation after reviewing all relevant documents including the Public Announcement dated February 13, 2026, and Letter of Offer dated April 17, 2026.

Key Findings and Recommendation

The IDC noted that the equity shares are not frequently traded and the offer price aligns with the highest negotiated price for the preferential issue. However, they cautioned shareholders that the company's shares are currently trading on BSE at a price higher than the ₹10 offer price.

Regulatory Compliance and Publication

The recommendation was published on April 24, 2026, in multiple newspapers as required under Regulation 26(7) of SEBI (SAST) Regulations, 2011:

Underlying Transaction Structure

The open offer is triggered by a proposed preferential issue where Tejassvi Aaharam Limited will issue 5,11,62,204 fully paid-up equity shares through a share swap arrangement for acquiring 100% equity of Funk Foods Private Limited (FFPL). Upon completion, the acquirers and PAC will collectively hold 72.55% of the emerging voting share capital.

Professional Services

Saffron Capital Advisors Private Limited serves as the Manager to the Offer, while the transaction involves established escrow arrangements and regulatory compliance mechanisms. The IDC confirmed that its members have no relationships with the acquirers and have not traded in the company's securities during the relevant periods.

The committee's recommendation provides shareholders with an independent assessment to make informed decisions regarding participation in the open offer, emphasizing the importance of evaluating current market prices against the offer price.

Tejassvi aaharam Limited has officially submitted the voting results of its postal ballot to the Bombay Stock Exchange, confirming unanimous shareholder approval for two critical corporate resolutions aimed at strengthening its capital structure and facilitating strategic growth initiatives.

Official Submission to BSE

The company submitted its voting results to BSE on 27th March 2026, in compliance with Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The submission included comprehensive voting results and the scrutinizer's report for resolutions contained in the Postal Ballot Notice dated 24th February 2026.

Postal Ballot Results Overview

The company completed its remote e-voting process on 26th March 2026, with both proposed resolutions receiving complete shareholder support. The voting period commenced at 09:00 A.M. (IST) on 25th February 2026 and concluded at 05:00 P.M. (IST) on 26th March 2026, providing shareholders with a comprehensive timeframe to participate in the decision-making process.

Resolution 1: Authorized Share Capital Increase

The ordinary resolution for approval of increase in authorized share capital and alteration of capital clause of Memorandum of Association was passed with complete shareholder support.

Resolution 2: Preferential Equity Issue

The special resolution for approval of preferential issue of equity shares for consideration other than cash also achieved unanimous approval.

Scrutinizer Confirmation and Compliance

D Rangarajan from BP & Associates, appointed as the scrutinizer on 13th February 2026, confirmed that both resolutions were passed with the requisite majority. The scrutinizer's report, issued on 27th March 2026, validated the integrity of the e-voting process conducted through Central Depository Services (India) Limited (CDSL).

The company has fulfilled all regulatory requirements under Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, with the voting results and scrutinizer's report being uploaded on both the company's website and CDSL's platform for transparency and regulatory compliance. The official submission was signed by Abhishek Lohia, Company Secretary and Compliance Officer.