Duke Offshore Ltd

Open Offer details

• Open Offer by Aspect Global Ventures to acquire 25,62,872 Duke Offshore shares at ₹30 each.
• Aggregate offer value up to ₹7,68,86,160 representing 26% of voting share capital.
• Target company: Duke Offshore Limited.
• Acquirer: Aspect Global Ventures Private Limited.
• Manager to the Open Offer: Saffron Capital Advisors Private Limited.
• Reminder Advertisement dated August 10, 2026; published August 11, 2026.
• Newspapers: Financial Express (English), Jansatta (Hindi), Navshakti (Marathi Mumbai edition).
• Physical-shareholders LOF: obtain via Cameo or SEBI sites; rights@cameoindia.com.
• LOF downloadable from saffronadvisor.com or bseindia.com.
• Offer under SEBI SAST Regulations 2011; acquirer responsible for information.

Open offer scope

• Acquirer to acquire up to 25,62,872 shares representing 26% of Duke Offshore's voting capital.

Offer price and total value

• Offer price ₹30 per share; total offer consideration ₹7.68 crore.

Underlying transaction and control

• SPA completed July 21, 2026; Acquirer holds 70.61% and promoters declassified from promoter group.

Governance changes

• Board reconstituted July 27, 2026; new directors appointed; prior promoters resign.

Regulatory status & approvals

• As of LOF, no statutory approvals required; approvals may be sought if applicable; withdrawal rights implied.

Offer timeline and key dates

• Identified Date: 23 July 2026; Offer opens 6 August 2026 and closes 19 August 2026.

Public shareholding & post-offer plan

• Post-offer, Target must maintain minimum 25% public shareholding; acquirer to ensure compliance within 12 months.

Acquirer financial posture

• Acquirer net worth ₹66,145.63 lakh; liquid assets ₹~₹160.63 crore; escrow ₹7.68 crore funded.

Board changes

• Ashutosh Janak Kumar Thakar appointed as Executive Whole-Time Director, effective 27 July 2026, tenure until AGM.
• Aksha Mohit Kamboj appointed as Additional Director, Non-Executive; effective 27 July 2026, tenure until AGM.
• Sukumar Anand Shetty appointed as Additional Director, Non-Executive; five-year term from 27 July 2026.
• Rajesh Chunilal Bhojani appointed as Additional Independent Director, Non-Executive; five-year term from 27 July 2026.
• Vaibhav Anjinikumar Agarwal appointed as Additional Independent Director, Non-Executive; five-year term from 27 July 2026.
• Arjun Bikas Dutta appointed as Additional Independent Director, Non-Executive; five-year term from 27 July 2026.
• Avik George Duke resigns as Managing Director; effective 27 July 2026 due to acquisition.
• Other resignations: Vipul Patel (Director), Pranay Mehta (Independent), Revati Pambala (Independent), effective 27 July 2026.
• Additional resignations: Ameet Kimbahune (Independent) and Venkatesh Busa (CFO) effective 27 July 2026.
• Reconstitution of Board Committees approved, effective 27 July 2026.

Parties

• Target: Duke Offshore Limited.
• Acquirer: Aspect Global Ventures Private Limited.
• Acquirer promoter status: not promoter at acquisition; to be promoter from 21 July 2026.

Listing & listing status

• Stock exchange: BSE Limited.

Acquisition details

• Date: 21 July 2026.
• Mode: SPA consummated June 11, 2026.
• Shares acquired: 6,959,800 shares, 70.61%.
• Post-acquisition holding: 6,959,800 shares, 70.61%.
• Pre-acquisition voting rights: Nil.
• Pre-acquisition encumbrances: Nil.

Capital structure

• Pre-acquisition equity capital: Rs 9,85,72,000, 98,57,200 shares of Rs 10.
• Post-acquisition equity capital: Rs 9,85,72,000, 98,57,200 shares.
• Total diluted capital after acquisition: Rs 9,85,72,000, 98,57,200 shares.
• Salient features: Not applicable.

Financial results

• Board approved unaudited standalone results for quarter ended 30 June 2026 under IND-AS.
• Statement prepared under IND-AS; Regulation 33 of SEBI LODR complied.
• Segment information not applicable; offshore business is the company's sole focus.
• Auditor's review report issued; no material misstatement identified; not an audit.
• Quarter ended June 30, 2026; results reviewed by Audit Committee and approved by the Board on July 17, 2026.

Dematerialisation processing

• Dematerialisation requests in the quarter were confirmed (accepted/rejected) to depositories and listed on exchanges.
• Physical certificates for dematerialisation were mutilated and cancelled; depository name updated as registered owner.
• RTA confirmed dematerialisation processing and updated owner records within prescribed timelines.

Meeting Details

• Scheduled for 17 July 2026 at 11:00 AM at Urvashi, 403, 4th Floor, Prabhadevi, Mumbai.

Key Agenda Items

• To consider and record the unaudited financial results for quarter ended 30 June 2026.
• Any other business with the permission of the Chair.

Other Notes

• No other material notes disclosed.