RGF Capital Markets Open Offer 2026: 26% at ₹1

A significant corporate action is underway at RGF Capital Markets Ltd, a Kolkata-based non-banking financial company (NBFC). A group of acquirers has announced a mandatory open offer to buy up to 3,90,06,240 equity shares, which represents 26% of the company’s total voting share capital.

The open offer price is set at ₹1 per share. The move follows a share purchase agreement (SPA) that took the acquirers’ holding to 24.98%, triggering the open offer requirement under SEBI’s Substantial Acquisition of Shares and Takeovers (SAST) Regulations.

Company snapshot: what RGF Capital Markets does

RGF Capital Markets Ltd is described as a non-deposit taking NBFC registered with the Reserve Bank of India (RBI). The company was incorporated on May 4, 1983, in Kolkata.

Its stated business includes providing working capital loans to commercial, industrial and financial clients. The company is also linked with lending activities such as corporate loans and personal loans, along with trading in shares and securities.

Key identifiers mentioned include BSE code 539669 and ISIN (Demat) INE684D01025.

What triggered the mandatory open offer

The open offer was triggered by an SPA executed on March 10, 2026. Under this agreement, the acquirers purchased 3,74,69,556 shares, equivalent to a 24.98% stake in the company.

Crossing this level activated the threshold under SEBI (SAST) Regulations, 2011, making an open offer to public shareholders mandatory. The open offer is framed as an attempt to purchase an additional block from the public, aligned with the regulatory requirement after the stake change.

Open offer terms: price, size, and stake

The offer is for up to 3,90,06,240 equity shares, representing 26% of RGF Capital Markets’ total voting share capital. The offer price is ₹1 per share.

If the offer is fully subscribed, the total size would be approximately ₹3.90 crore. This is presented as the total transaction value for the 26% stake at the stated offer price.

Open offer details (as reported)

Key dates and disclosure trail

The SPA date highlighted is March 10, 2026, followed by a due date for the detailed public statement (DPS) on March 17, 2026. Separately, the company’s “latest news” section also lists a disclosure dated 25 Aug 2026, described as “Disclosures under Reg. 29(2) of SEBI (SAST) Regulations, 2011”.

These references indicate that the transaction and subsequent ownership disclosures have been tracked through the standard SAST reporting process.

Share price context around September 2026

Multiple dated price points are mentioned for September 2026. As of 23 Sept 2026, the share price is stated as ₹1.59, with the stock opening at ₹1.59 and the previous day’s close cited as ₹1.61.

As of 24 Sept 2026, the share price is stated as ₹1.58. Another reference notes ₹1.60 as of 19 Sep 2026. Separately, a site update for 08-Sep-2026 mentions the share price at ₹1.64, up 4.46% from the previous close of ₹1.57.

Reported prices and key metrics (as cited)

Shareholding pattern: June 2026 snapshot

A shareholding pattern breakdown as of June 2026 is provided. Promoters are listed at 24.98%, while public holding is 45.99%. “Others” is shown at 29.04%, and FIIs, DIIs, and mutual funds are shown at 0.00%.

This snapshot is relevant because the SPA-reported 24.98% holding matches the promoter holding figure shown in the same period, as presented in the data.

Corporate and contact details mentioned

The corporate address stated for the company is: 14, N.S. Road, 2nd Floor, Kolkata, West Bengal, 700001, with telephone number 033-40055190. The company’s email is listed as rgfcapital@gmail.com, and the website is referenced as www.rgfcapitalmarkets.com and also as rgfcapitalmarkets.in.

A separate “Registered and Corporate Office” address is also mentioned: Express Zone A Wing, 10th Floor, Western Express Highway, Goregaon East, Mumbai 400063, with contact number 022-62817000.

On management, the content lists Sagar Mal Nahata as Managing Director and CFO, and also references “Sagarmal Nahata” as Managing Director in another place.

Market impact: what the open offer changes and what it does not

From a market structure standpoint, the event is the mandatory open offer itself, which is tied directly to the acquirers’ crossing of the SAST threshold through the March 10, 2026 SPA. The key financial terms disclosed are the offer price of ₹1 and the potential offer size of ₹3.90 crore if fully subscribed.

The share price references in September 2026 (₹1.58 to ₹1.64 across cited dates) provide context for how the stock has been trading around the time the disclosures are being followed by the market. Separately, the reported P/B of 1.72 and dividend yield of 0.00% give additional, limited valuation context, as presented.

Why this matters: governance and compliance angle

The main significance is regulatory. Once an acquisition takes an investor group past the prescribed threshold, SEBI (SAST) rules require an open offer to provide an exit opportunity to public shareholders at the stated terms.

The chain of events is clearly described: the March 10, 2026 SPA took the acquirers to 24.98%, and the company then saw an open offer announced for up to 26% at ₹1 per share. The 25 Aug 2026 disclosure reference under Regulation 29(2) also signals continuing reporting under the takeover framework.

Conclusion

RGF Capital Markets Ltd is facing a mandatory open offer for 26% of its voting share capital at ₹1 per share, triggered by a March 10, 2026 SPA that lifted the acquirers’ stake to 24.98%. The disclosed maximum offer size is about ₹3.90 crore if fully subscribed.

Investors tracking the stock are likely to focus on the open offer terms, the formal SAST disclosures, and the next steps tied to the stated timeline, including the DPS deadline mentioned as March 17, 2026.