ACI Infocom open offer 2026: Mandavias bid ₹1.53 per share

What ACI Infocom disclosed to exchanges

ACI Infocom Limited informed the stock exchange about a Detailed Public Statement related to a mandatory open offer. The company also referred to its AGM Notice for an upcoming shareholder meeting. The core development is a change in shareholding structure tied to a preferential allotment approved by the board. Under SEBI’s takeover rules, crossing a specified ownership threshold triggers an obligation to offer to buy shares from public shareholders. In this case, the proposed acquisition and issuance plan takes the incoming shareholders over the 25% mark. The disclosures also lay out the offer timetable, escrow funding, and the intermediary managing the process.

Who the acquirers are and what they want

Sanjay Natvarlal Mandavia and Rupal Sanjay Mandavia have initiated the open offer to acquire a controlling stake in ACI Infocom. The acquirers are spouses and are described as directors within the aviation sector. They have proposed to acquire up to 3,70,47,634 equity shares. This quantity represents 26% of the company’s emerging voting share capital, as stated in the announcement. The transaction is positioned as a shift in ownership and strategic direction for the listed entity. The open offer is directed at public shareholders, subject to acceptance during the tender period.

Offer price, size, and maximum consideration

The open offer price is fixed at ₹1.53 per equity share. Based on full acceptance of the offer size, the maximum consideration is ₹5,66,82,881. The offer economics matter because they set the value at which public shareholders can tender shares. The same disclosure set also provides a market reference point: ACI Infocom’s share price was ₹2.05 as on 14 Aug, 2026 at 03:51 PM IST. The stock was reported up 4.59% compared with the previous share price of ₹1.87. This means the offer price is below the cited market price on that date, based on the published numbers.

What triggered the mandatory open offer

The open offer was triggered by a concurrent preferential allotment approved by the board on August 10, 2026. Under the preferential arrangement, the acquirers will receive 3,20,00,000 equity shares. They will also receive 29,48,00,000 fully convertible warrants (FCWs). The disclosure specifies that, upon completion of the preferential issue, the Mandavias will hold 3,56,89,004 shares. That holding equals 25.05% of the post-issue emerging voting share capital. Since this crosses the 25% threshold, it triggers the mandatory open offer requirement.

The SEBI SAST rules referenced

The disclosure cites Regulation 3(1) and Regulation 4 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. These provisions are referenced in the context of acquiring 25% or more and obtaining control, which can require an open offer to public shareholders. In practical terms, the regulations are intended to provide an exit opportunity to shareholders when a new party gains significant ownership. Here, the preferential issue moves the acquirers’ post-issue holding to 25.05%, and the open offer is the compliance step accompanying that change. The announcement frames this as a mandatory obligation rather than a discretionary purchase programme.

Escrow funding, manager to the offer, and timetable

To support the open offer obligations, the acquirers deposited ₹1,42,00,000 in an escrow account with HDFC Bank Limited. The disclosure states this is more than 25% of the maximum offer consideration. Credora Partners Private Limited has been appointed as the Manager to the Offer. The tendering period is scheduled to open on October 5, 2026 and close on October 16, 2026. Payment to shareholders whose shares are accepted will be made within ten working days from the tender closure, as disclosed. These process details are key for shareholders tracking deadlines and settlement timelines.

Promoter reclassification and governance implications

The disclosure states that the existing promoter, Pujya Gururwar Textile India Private Limited, will be reclassified as a public shareholder following the transaction. This is a structural change in how the company’s shareholding is categorised. Reclassification can affect how investors interpret control and promoter responsibility, since the identified promoter group changes. The announcement also connects with recent governance items the company has been reporting, including shareholder and board meetings. Separately, the article context notes that ACI Infocom appointed Mukesh Kumar as CFO on Aug 14, 2026.

Recent meetings and shareholder approvals in 2026

ACI Infocom has had multiple board and shareholder events in 2026, including matters related to fund raising and preferential issuance. The company held an Extraordinary General Meeting (EGM) on May 20, 2026 via video conferencing, where shareholders approved two special resolutions with requisite majority. Sanjay Mandavia was approved as Executive Director, and Navneet Kumar as Non-Executive Independent Director. The voting data cited includes 20,43,776 votes in favour for each resolution against 1 vote, and the scrutiny report was issued on May 21, 2026 with results submitted to BSE on May 22, 2026. The EGM was chaired by Mr. Sanjay Mandavia, started at 3:15 p.m. IST, concluded at 3:27 p.m. IST, and 64 public shareholders participated through NSDL’s e-voting facility.

Key facts snapshot

Market impact and what investors typically watch

A listed open offer sets a clear reference price, but shareholders often compare it with the prevailing market price during the offer window. In this disclosure set, the cited market price is ₹2.05 as of Aug 14, 2026, while the offer price is ₹1.53. Investors also track how the preferential issue and the FCWs affect the “emerging voting share capital,” since dilution and conversion features can change ownership outcomes. The announcement also signals a change in control dynamics through promoter reclassification. Separately, the company is described as providing IT solutions and telecom products and services to customers in India and worldwide, which provides operating context but does not change the open offer mechanics.

Timeline of selected corporate events mentioned

Conclusion

ACI Infocom’s disclosures point to a control-linked transaction anchored in a preferential allotment, with the resulting 25% plus holding triggering a mandatory open offer under SEBI SAST rules. The open offer is priced at ₹1.53 per share, can extend up to 26% of emerging voting share capital, and follows a defined October 2026 tender schedule. The process is supported by an escrow deposit with HDFC Bank and is being managed by Credora Partners. Investors will likely focus on the tender window, settlement timeline, and how the preferential issue and FCWs translate into final post-transaction ownership. The next confirmed milestones in the disclosure are the tender open and close dates and the payment timeline after closure.