RGF Capital Markets Ltd has announced a mandatory open offer by a group of nine entities led by Mr. Nishad Jitendra Shah. The acquirers are seeking 26% of the company's voting share capital at Rs 1.10 per share. This move follows a Share Purchase Agreement that triggers a change in control, with the new promoters aiming to maintain current operations while exploring business diversification as an NBFC. Shareholders have from October 13, 2026, to October 27, 2026, to tender their shares.
RGF Capital Markets Announces Open Offer for Control Change
Offer Price: Rs 1.10 per share | Target Stake: 26% of voting share capital
Reader Takeaway: New promoters assume control to potentially pivot into NBFC activities, despite a history of regulatory non-compliance.
What just happened
A consortium of nine entities, led by Mr. Nishad Jitendra Shah, has launched a mandatory open offer for RGF Capital Markets Ltd. This action is triggered by a Share Purchase Agreement signed on March 10, 2026. The acquirers intend to purchase up to 3,90,06,240 equity shares, representing 26% of the voting capital. This process effectively transfers control from existing promoters to the new group.
Why this matters
The open offer signals a complete management overhaul for the company. The new management has expressed an intent to continue existing operations while potentially diversifying business activities as a Non-Banking Financial Company (NBFC), pending regulatory approvals. The offer price of Rs 1.10 per share is payable in cash, with funds secured in an escrow account at Kotak Bank.
What changes now
Following the completion of the offer period (October 13, 2026, to October 27, 2026), the current promoter group will step down. Bigshare Services Private Limited has been appointed as the registrar to manage the tendering process through the stock exchange's acquisition window.
Risks to watch
The company has a documented history of non-compliance with SEBI and BSE regulations, including past delays in filing mandatory reports and periodic trading suspensions. Prospective tenderers should review the full Letter of Offer to understand these historical risks and the specific procedural requirements for submitting shares.
What to track next
Investors should watch for the post-offer announcement regarding the final acceptance levels and the formal handover of board control. Any subsequent updates regarding the proposed diversification into NBFC operations will be a critical indicator of the new management's long-term strategy.