Trading Members and Custodians are requested to note that Securities Exchange Board of India (SEBI) has issued Mechanism for acquisition of shares through Stock Exchange pursuant to Tender-Offers under Takeover, Buy Back and De-listing vide its circular no. CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015 and no. CFD/DCR2/CIR/P/2016/131 dated Dec 09, 2016. The Exchange vide its notice no. 20170210-16 dated Feb 10, 2017,20190424-35 dated April 24, 2019 and 20200528-32 dated 28 May 2020, 20201102-43 dated 02 Nov 2020, 20210825-62 dated Aug 25,2021 has issued Revised Guidelines of Mechanism for acquisition of shares through Stock Exchange pursuant to Tender-Offers under Takeovers, Buy Back and Delisting.
All Market Participants are hereby informed that an Open Offer is made by Mr. Shaju Thomas (“Acquirer 1”) and Mrs. Linta P Jose (“Acquirer 2”) (Acquirer 1, Acquirer 2 hereinafter collectively referred to as “Acquirers”) to the public shareholders of Archana Software Limited (“Target Company”) at a price of Rs. 3.78/- (Rupees Three and Seventy Eight Paise only) per equity share (“Offer Price”), payable in cash, to acquire up to 15,77,342 (Fifteen Lakhs Seventy-Seven Thousand Three Hundred and Forty Two) Equity Shares* of face value of Rs.10/- each (“Offer Shares”), representing 26% (Twenty Six per cent) of the Total Voting Share Capital of the Target Company on a fully diluted basis, as of the tenth working day from the closure of the tendering period of the open offer, pursuant to Regulations 3 and 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent amendments thereto (“SEBI (SAST) Regulations”). From September 12, 2023 to September 26, 2023 (Excluding September 19, 2023 due to Trading Holiday).
*Out of the total issued shares of 60,66,700 Equity Shares, 60,21,200 Equity Shares are fully paid-up and 45,500 are partly paid-up Equity Shares (Paid up value of Rs. 5/- as on date).
Note: Shareholders who are holding partly paid-up equity shares will be eligible to participate in the Offer provided they pay the allotment money of Rs. 10/- (including premium of Rs. 5/-) per partly paid-up equity share along with the interest@ 18% per annum from the date of allotment of Equity Shares in IPO i.e. on May 18, 1995 till the date of PA.
Letter of Offer is herewith attached for your perusal.
Market participants are further requested to note that this offer will be as per the Revised Guidelines of SEBI circular no. CFD/DCR2/CIR/P/2016/131 dated Dec 09, 2016 and Exchange notice no. 20170210-16 dated Feb 10, 2017 and 20190424-35 dated April 24, 2019 along with the details of this Offer to Buy would be available on BSE Website – www.bseindia.com.
Mangesh Tayde
Deputy General Manager
Listing Sales & Ops
September 05, 2023 |