The Analyst's Path

Glossary

Open offer

E11.02

Also called mandatory open offer, takeover offer.

An offer an acquirer must make to public shareholders when it crosses a control threshold in an Indian listed company.

Acquiring more than a quarter of a listed company triggers a mandatory open offer to the remaining public shareholders under the SEBI Substantial Acquisition of Shares and Takeovers Regulations. The offer size is typically 26% of the company, and the price is set by a formula rather than by the acquirer's preference.

The consequence for a buyer is a large, non-negotiable cash cost layered on top of whatever it paid for the negotiated block. That cost is part of the deal economics and is frequently left out of the headline transaction value.

The consequence for a minority holder is a floor. Control cannot change hands without an offer to everyone.

Check the current thresholds against the regulations before relying on a figure.