Devinsu Trading open offer: ₹355/share for 26% in 2026

Draft Letter of Offer filed with BSE

Mark Corporate Advisors Pvt Ltd, acting as the Manager to the Offer, has submitted a Draft Letter of Offer to BSE for the public shareholders of Devinsu Trading Ltd. The filing was reported on June 4 at 6:01 pm in an open offer update. The submission follows a Detailed Public Statement (DPS) already filed with BSE for the same transaction.

The offer is being made to public shareholders under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The acquirers named in the filings are Mr. Jaison Vijay Shah, Mr. Mukesh Kumar Bothra, and Yora Gems & Jewellery Private Limited. The offer is described as a mandatory open offer and is not conditional on any minimum level of acceptance.

Who the acquirers are and what they are buying

The consortium of acquirers is jointly making an offer to acquire up to 1,52,880 equity shares of Devinsu Trading Limited. This represents 26.00% of the company’s voting share capital, as stated in the DPS and related disclosures.

The offer price has been fixed at ₹355.00 per equity share. Based on the maximum number of shares proposed, the total maximum consideration is ₹5.42724 crore, payable in cash. The disclosures also state that the offer will not result in delisting.

Why the open offer was triggered

The DPS notes that the open offer was triggered pursuant to Regulations 3(1) and 4 of the SEBI (SAST) Regulations, 2011. The trigger is linked to an agreement involving acquisition of shares from the existing promoter.

As per the disclosed details, the underlying transaction involves the acquisition of 1,71,493 equity shares, representing 29.17% of the voting share capital, from Mr. Denis Desai. The agreed purchase price for that promoter stake is also ₹355.00 per share, aggregating to ₹6.0880015 crore.

Offer timetable and key dates

The tendering period for the open offer is scheduled to begin on July 14, 2026, and conclude on July 27, 2026. The Letter of Offer is expected to be dispatched to eligible shareholders by July 7, 2026.

The DPS was published in Business Standard (English and Hindi) and Navshakti (Marathi) on May 27, 2026. These publication details were included in the disclosures referenced in the open offer updates.

Intermediaries appointed for the transaction

Mark Corporate Advisors Private Limited is acting as the Manager to the Offer. Bigshare Services Private Limited has been appointed as the Registrar to the Offer. These roles are part of the disclosed process for the open offer.

In addition to the Draft Letter of Offer submission, the Manager to the Offer has also submitted the DPS to BSE regarding the open offer for the acquisition of up to 1,52,880 equity shares. The filings consistently describe the offer as compliant with the SEBI (SAST) Regulations, 2011.

Key offer terms: non-conditional and no delisting

A key term highlighted across the disclosures is that the offer is not conditional upon any minimum level of acceptance. That means the acquirers are not specifying a minimum threshold of shares that must be tendered by shareholders for the offer to proceed.

The same set of disclosures also states the open offer will not result in delisting. For shareholders, this is a specific point because it clarifies that the offer is framed as an acquisition of a defined stake, rather than an exit offer that would remove the company from trading.

Background: earlier open offer and stake acquisition disclosures

Devinsu Trading Limited had also disclosed the completion of a substantial acquisition by Deniis Desai, who acquired 91,493 equity shares representing an 18.30% stake through an off-market transaction. Separately, disclosures in the provided material describe an open offer made by Mr. Deniis Desai to acquire up to 26% of Devinsu Trading’s emerging voting capital at ₹350 per share, totaling ₹5.73 crore if fully subscribed.

That earlier open offer period is described as September 2 to September 16, 2025. A BSE notice (Notice No. 20251024-14, dated October 24, 2025) also refers to an open offer by Mr. Deniis Desai at ₹350 per share to acquire up to 1,63,800 equity shares representing 26.00% of emerging voting capital, with a bidding period from October 27, 2025 to November 10, 2025 (excluding November 5, 2025 as a SEBI holiday).

Summary table of disclosed facts

Timeline snapshot

Market impact and what shareholders typically track

The most concrete market-relevant variables disclosed here are the offer size (26.00%), the offer price (₹355), and the timeline for tendering (July 14 to July 27, 2026). For shareholders evaluating participation, the disclosed documents frame the offer as payable in cash and not subject to a minimum acceptance condition.

The filings also show the open offer is linked to a promoter stake purchase agreement for 29.17% at the same price of ₹355 per share. Such symmetry between the negotiated promoter price and open offer price is a key factual point in the disclosures, because it sets a single reference level for the transaction.

Why the event matters under SEBI SAST

The disclosures explicitly cite Regulations 3(1) and 4 of the SEBI (SAST) Regulations, 2011 as the trigger for the open offer. Within the takeover framework, this positioning matters because it explains why an open offer is mandatory when a stake purchase agreement crosses specified thresholds or results in a change in control conditions under the regulations.

Separately, the presence of earlier open offer-related disclosures in 2025 indicates Devinsu Trading has had multiple takeover-related filings and communications in the recent past, including documents such as a letter of offer and post-offer advertisement references. These are relevant as background for readers tracking changes in shareholding patterns and tender offer activity around the company.

Conclusion

Devinsu Trading’s 2026 open offer process has moved forward with the submission of the Draft Letter of Offer to BSE, following the DPS for a cash offer to buy 26.00% at ₹355 per share. The offer is scheduled to run from July 14 to July 27, 2026, with the Letter of Offer planned to be dispatched by July 7, 2026, as per the disclosed timeline.