AI assistant
Devinsu Trading Ltd. M&A Activity 2026
62886_rns_2026-05-27_1b188488-25e0-4acc-b445-cbfd68ed4b4e.pdf
M&A Activity
Open in viewerOpens in your device viewer
MARK
CORPORATE ADVISORS
May 27, 2026
MCAPL: MUM: 2026-27: 0054
To,
BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai-400 001.
Dear Sir/Madam,
Sub : Submission of Detailed Public Statement ("DPS")
Ref : Open Offer to the Public Shareholders of Devinsu Trading Limited ("Devinsu"/"Target Company")
In furtherance to our earlier letter dated May 20, 2026, we hereby inform you that the DPS has been published today i.e., May 27, 2026, as envisaged.
As required under Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and amendments thereto ("SEBI (SAST) Regulations, 2011"), the DPS has been published in the following newspapers:
| Sr. No. | Newspapers | Language | Editions |
|---|---|---|---|
| 1) | Business Standard | English | All Editions |
| 2) | Business Standard | Hindi | All Editions |
| 3) | Navshakti | Marathi | Mumbai |
We are enclosing herewith a soft copy of a newspaper clipping of the DPS published in Business Standard (English).
All capitalised terms not defined herein shall have the same meaning, as specified in the enclosed DPS.
Kindly take the above on your record and disseminate the DPS on your website.
For Mark Corporate Advisors Private Limited
Encl: As Above.
MARK CORPORATE ADVISORS PVT. LTD.
CIN No : U67190MH2008PTC181996
SEBI Registration No.: INM000012128
GSTIN/UIN : 27AAFCM5379J1ZY
404/1, The Summit, Sant Janabai Road, (Service Lane), Off. W. E. Highway, Vile Parle (E), Mumbai - 400 057
Tele : +91 22 2612 3207 / 2612 3208 Web : www.markcorporateadvisors.com E-mail : [email protected]
DETAILS OF TABLE: STATEMENT IN TERMS OF REGULATIONS 3/11 AND 4/15 AD WITH REGULATIONS 13/41, 14/21 AND 15/22 OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (SUBSTANTIAL ACCOUNTS) OF SHARED AND TAXESHOOD REGULATIONS, 2011, AS AMENDED, FOR THE ATTENTION OF THE PUBLIC SHAREHOLDERS OF
DEVINSUL TRADING LIMITED
(1) No. L1 Statement No. 1
Open Offer for acquisition as in 1.52.844 fully paid-up equity shares during face value of 110 each ("Offer Shares") representing 20.85% of the Voting Share Capital (as defined instead of Revenue Trading Limited ("Services"/"Target Company") from the public shareholders (as defined instead of Target Company, in terms of Securities and Exchange Board of India (Substantial Acquisition of Shares and Taxesword Regulations, 2011 and subsequent amendment thereto ("SAM (SAS7) Regulations, 2011")).
This Detailed Public Statement ("DPB") is being issued by Mark Corporate Advisory Private Limited ("Acquire 2% / Acquire 1", "Acquire 0" and "Acquire 3" generally) subcontracts referred to as "Acquired" ("Type Offer" / "Offer") pursuant to and in compliance with the requirements of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Taxesword Regulations, 2011 and subsequent amendment thereto ("SAM (SAS7) Regulations, 2011").
The Detailed Public Statement ("DPB") is being issued by Mark Corporate Advisory Private Limited ("Manage Us Open Offer") for and on behalf of the Acquiree, to the public shareholders (as defined instead of the Target Company) in compliance with Regulations 2(1) and 4 read with the terms of the "P&TA" ("PCA") and other applicable regulations of S&M (SAS7) Regulations 2011 and pursuant to the Public Accountants Act 1966. Said with S&M Limited, Mumbai (M&E), Securities and Exchange Board of India (S&E) and the Target Company on May 25, 2005 through email and submission of hard copy to S&M on May 27, 2006.
For the purposes of this DPB, the following terms shall have the meaning assigned to them:
a) "Equity Share Capital"/Voting Share Capital" shall mean fully paid-up equity share capital of the Target Company as a fully diluted basis expected out of the 197 (benth) Working Day from the closure of the Tendering Period of the Open Offer.
(4) "Public Shareholders" shall mean all the shareholders of the Target Company, excluding the Acquiree and the Promoter of the Target Company, parties to the underlying Transactions, and person deemed to be ability to convert ("Deemed PROJEIT") if any of the "liabilities" (including the amount of issued to and in compliance with S&M) (SAS7) Regulations, 2011, as amended.
(40) "S&M" shall mean Share Purchase Agreement dated May 25, 2005 entered into between the Acquiree and Promoter Seller for acquisition of fully paid-up equity shares held by the Promoter Seller.
(44) "Working Day" means any working day of the Securities and Exchange Board of India ("S&M").
ACQUIREES: SELLER: TARGET COMPANY AND OFFER:
A. Information about the Acquiree
- Information about Mr. Jotson Vijay Shud ("Acquire 1")
1.1. Mr. Jotson Vijay Shud ("Acquire 1"), on his 15yo Shud, aged about 26 years, having been a member of the S&M Group, and a member of the S&M Group, is a member of the S&M Group, Grant 00400. Shud's father, India and Overseas Address as S&M Moon Shoe, Sallies, Texas-75200, United States of America, the Permanent Account Number under Indian Income Tax Act is 4787917388. He holds the degree of Bachelor of Science in Business Administration from Egypt School of Business, The American University, He is an Overseas Citizen of India (Last Holder, He is a Member of the S&M Group) and a Member of the S&M Group, the Secretary of Finance Development, the Director of the S&M 00743 85141 and Email ID is [email protected].
1.2. Acquire 1 is not part of any group.
1.3. The Net worth of Acquire 1 is 74,476.64 Laths as on March 31, 2005 as entitled by the Total: K. Shud (Merchandising No. 017640), Partner, We K. Kisan & Co., Chartered Account, and the S&M Group, and a share of 2005 Laths, and a share of 400, Shares Check, Above Hips Sales, Near Nautzen Circle, Unfirm-Magdalis Road, South 080007, Tel. 04-147-3301 2471 0301470 050 and Email ID is [email protected].
1.4. As on date, Acquire 1 does not hold any equity share in the Target Company. Further, Acquire 2 has entered into a 50% with the Promoter of the Target Company to acquire 1.25,243 equity shares represented, 21.30% of the Voting Share Capital of the Target Company, and further, Acquire 3 has not held any equity share in the Target Company except in the S&M Group and pursuant to Share Purchase Agreement ("SPA") as well equity shares under Open Offer.
- Information about Mr. Mohesh Kumar Mohra ("Acquire 2").
2.1. Mr. Mohesh Kumar Mohra ("Acquire 2"), on his 19thth Quarter Payments (United States of America) in 2005, has been submitted to the Board of Directors of the S&M Group pursuant to the provisions of Companies Act, 1996 and a fresh certificate of incorporation was issued by Registrar of Companies, Capital, Docks and Wager Herald on December 26, 2005. Subsequently, the name was changed to "Due Dems & Jewellery Private Limited" and a fresh certificate of incorporation was issued by Registrar of Companies, Central Bank of India, dated on February 27, 2005. There has been no change in the name of the Acquire Company since then.
2.2. The Corporate Identification Number ("SIM") of Acquire 2 is U177335422009F73358788 and Permanent Account Number ("PAN") under Indian Income Tax Act, 1981 is 4420327999F.
2.3. The Registered Office of Acquire 2 is situated at Phil No. 41810, Road No. 6, G.I.E.C., London, South 66420, Capital, India. The Contact No. is 431-63747 15534 and 0-0464 ID is [email protected].
2.4. Acquire 2 is not part of any group.
2.5. Acquire 2 has not deemed any Revenue from Operations in FY 2025-2026. However, the business of Acquire 2 otherwise includes trading of gains and jewellery.
2.6. The Acquiree is an Unlisted Private Company and is not listed on any stock exchange in India or abroad.
2.7. The details of Promoter/Promoter Group Shareholders/Ultimate Beneficial Owners of Acquire 1 as on date are as under:
| No. 1 Account of the Promoter/Promoter | Company | Shareholding No. of Shares | % |
|---|---|---|---|
| No. 2 Promoter Group Shareholder Owners | Promoter | 20.32.000 | 50.00% |
| No. 3 Deposits Accounted Shares | Promoter | 20.32.000 | 50.00% |
3.4. The summary of the Financial Information of Acquire 2 based on Audited Financial Statement as at end of the financial years ending on March 31, 2005, March 31, 2005 and March 31, 2005, are as under:
| Figures in Laths, unless otherwise stated | |||
|---|---|---|---|
| Particulars | Financial Years ended: | ||
| FY 2025-2026, FY 2024-2027, FY 2023-2024 | |||
| Acquired | Acquired | Acquired | |
| Net Revenue (including Other Income) | 0.33 | 0.29 | 0.27 |
| Net Income (to the Expenditures) | 26.07 | 26.07 | 26.07 |
| Earnings from S&M (Savings / Disputes) | 0.00 | 0.00 | 0.00 |
| Change (Regulary / Remain) (Excl.) | 0.00 | 0.00 | 0.00 |
| Net Revenue (to the Expenditures, incl.) | 4.65 | 4.65 | 4.65 |
| Total | 1,71,403 | 28.17% | NA |
N.A. No Applicable.
Table 2. The Report of the S&M Group, 2011, as amended by the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M
| Sr. No. | Name, P&TA Address | Part of Acquiree Group (Acquire) | Details of Shareholding Rights held by the Selling Shareholder | ||
|---|---|---|---|---|---|
| For Acquire Group (Acquire) | First Year (1st Year) | Third Year (2nd Year) | |||
| Selling Shareholder | Selling Shareholder | Selling Shareholder | |||
| 1 | Mohesh Kumar Mohan Mohra | Promoter | 20.32.000 | 50.00% | 50.00% |
| 2 | Mohesh Kumar Mohra | Promoter | 20.32.000 | 50.00% | 50.00% |
3.4. The summary of the Financial Information of Acquire 2 based on Audited Financial Statement as at end of the financial years ending on March 31, 2005, March 31, 2005 and March 31, 2005, are as under:
| Figures in Laths, unless otherwise stated | |||
|---|---|---|---|
| Particulars | Financial Years ended: | ||
| FY 2025-2026, FY 2024-2027, FY 2023-2024 | |||
| Acquired | Acquired | Acquired | |
| Net Revenue (including Other Income) | 0.33 | 0.29 | 0.27 |
| Net Income (to the Expenditures) | 26.07 | 26.07 | 26.07 |
| Earnings from S&M (Savings / Disputes) | 0.00 | 0.00 | 0.00 |
| Change (Regulary / Remain) (Excl.) | 0.00 | 0.00 | 0.00 |
| Net Revenue (to the Expenditures, incl.) | 4.65 | 4.65 | 4.65 |
| Total | 1,71,403 | 28.17% | NA |
N.A. No Applicable.
Table 3. The Report of the S&M Group, 2011, as amended by the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M
| Sr. No. | Name, P&TA Address | Part of Acquiree Group (Acquire) | Details of Shareholding Rights held by the Selling Shareholder | ||
|---|---|---|---|---|---|
| For Acquire Group (Acquire) | First Year (1st Year) | Third Year (2nd Year) | |||
| Selling Shareholder | Selling Shareholder | Selling Shareholder | |||
| 1 | Mohesh Kumar Mohan Mohra | Promoter | 20.32.000 | 50.00% | 50.00% |
| 2 | Mohesh Kumar Mohra | Promoter | 20.32.000 | 50.00% | 50.00% |
3.4. The Report of the S&M Group, 2011, as amended by the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011, and the S&M Group, 2011,
(ii) the Acquirers, being a natural person, has died.
(iii) Such circumstances as in the opinion of the SEBI, merit withdrawal.
In the event of withdrawal of this Offer, a Public Announcement will be made within two (2) working days of such withdrawal, in the same newspapers in which this DPS has been published and copy of such Public Announcement will also be sent to SEBI, BSE and to the Target Company at its Registered Office.
2) In case of delay in receipt of any Statutory Approvals(s), pursuant to Regulations 18(11) of the Regulations, SEBI may, if satisfied, that delay in receipt of requisite Statutory Approval(s) was not attributable to any willful default, failure or neglect on the part of the Acquirers to diligently pursue such approvals, may grant an extension of time for the purpose of the completion of this Offer, subject to Acquirers agreeing to pay interest for the delayed period, provided where the Statutory Approval(s) extend to some but not all Equity Shareholders, and Acquirers has the option to make payment to such Shareholders in respect of whom no Statutory Approval(s) are required in order to complete this Open Offer. Further, in case the delay occurs on account of wilful default by the Acquirers in obtaining any Statutory Approval(s) in time, the amount lying in the Escrow Account will be liable to be forfeited and dealt with pursuant to Regulation 17(10)(e) of the SEBI (SAST) Regulations, 2011.
3) If the holders of the equity shares who are not persons resident in India (including NRIs, OCBs and registered FPIs and FIIs require any approvals (including from Reserve Bank of India ("RBI"), the Foreign Investment Promotion Board or any other regulatory body) in respect of the equity shares held by them, they will be required to submit such previous approvals, that they would have obtained for holding the equity shares, to tender the equity shares held by them in this Open Offer, along with the other documents required to be tendered to accept this Open Offer. In the event such approvals are not submitted, the Acquirers reserve the right to reject such equity shares tendered in this Open Offer.
VII. TENTATIVE SCHEDULE OF ACTIVITIES PERTAINING TO THE OFFER:
| Sr. No. | Nature of Activity | Day & Date(1) |
|---|---|---|
| 1) | Public Announcement | Wednesday, May 20, 2026 |
| 2) | Last Date of publishing the Detailed Public Statement | Wednesday, May 27, 2026 |
| 3) | Last date for filing of Draft Letter of Offer with SEBI | Thursday, June 04, 2026 |
| 4) | Last date of a Competing Offer(s) | Thursday, June 18, 2026 |
| 5) | Last date for receipt of SEBI observations on the DLOF (in the event SEBI has not sought clarifications or additional information from the Manager) | Thursday, June 25, 2026 |
| 6) | Identified Date(2) | Tuesday, June 30, 2026 |
| 7) | Last date by which the Letter of Offer will be dispatched to the Eligible Equity Shareholders as on the identified date | Tuesday, July 07, 2026 |
| 8) | Last date by which the recommendation of the committee of Independent Directors of the Target Company will be given and published | Thursday, July 09, 2026 |
| 9) | Last Date for revising the Offer Price/number of shares | Friday, July 10, 2026 |
| 10) | Date of Public Announcement for Opening the Offer | Monday, July 13, 2026 |
| 11) | Date of Commencement of the Tendering Period ("Offer Opening Date") | Tuesday, July 14, 2026 |
| 12) | Date of Closing of the Tendering Period ("Offer Closing Date") | Monday, July 27, 2026 |
| 13) | Last date for communicating Rejection/acceptance and payment of consideration for accepted equity shares or equity share certificate/return of unaccepted share certificates/credit of unaccepted shares to Demat Account | Monday, August 10, 2026 |
(1) The above timelines are indicative (prepared on the basis of timelines provided under the SEBI (SAST) Regulations, 2011) and are subject to receipt of relevant approvals from various statutory/regulatory authorities and may have to be revised accordingly.
(2) Identified Date is only for the purpose of determining the names of the Public Shareholders as on such date to whom the Letter of Offer will be sent. It is clarified that all the holders (registered or unregistered) of Equity Shares of the Target except the Acquirers, Promoter of the Target Company, are eligible to participate in this Offer any time during the tendering period of the Offer.
VIII. PROCEDURE FOR TENDERING THE SHARES IN CASE OF NON-RECEIPT OF LETTER OF OFFER:
1) Persons who have acquired equity shares but whose names do not appear in the register of members of the Target Company on the Identified Date i.e., the date falling on the tenth (13th) Working Day prior to the commencement of Tendering Period, or unregistered owners or those who have acquired equity shares after the Identified Date, or those who have not received the Letter of Offer, may also participate in this Offer. An accidental omission to send the Letter of Offer to any person to whom the Offer is made or the non-receipt or delayed receipt of the Letter of Offer by any such person will not invalidate the Offer in any way.
2) The Public Shareholders may also download the Letter of Offer from the website of SEBI i.e., www.sebi.gov.in or obtain a copy of the same from the Registrar to the Offer on providing suitable documentary evidence of holding of the equity shares and their folio number, DP Identity, Client Identity, Current Address and Contact Details.
3) In the event that the number of equity shares validly tendered by the Public Shareholders under this Offer is more than the number of equity shares agreed to be acquired in this Offer, the Acquirers shall accept those equity shares validly tendered by such Public Shareholders on a proportionate basis in consultation with the Manager to the Offer.
4) The Open Offer will be implemented by the Acquirers subject to applicable laws, through the stock exchange mechanism made available by the stock exchanges in the form of a separate window ("Acquisition Window"), as provided under the SEBI (SAST) Regulations, 2011 and SEBI circular bearing number CIR/CFD/POLICY/CELL/1/2015 dated April 13, 2015, as amended from time to time, read with the SEBI circular bearing number CFD/DCR2/CIR/P/2016/131 dated December 09, 2016, as amended from time to time ("Acquisition Window Circulars") and SEBI Circular bearing number SEBI/HO/CFD/DCR-III/CIR/P/2021/615 dated August 13, 2021 issued by SEBI. As per SEBI Circular bearing number SEBI/HO/CFD/DCR-III/CIR/P/2021/615 dated August 13, 2021, a lien shall be marked against the shares of the shareholders participating in the tender offer. Upon finalisation of the entitlement, only the accepted quantity of shares shall be debited from the demat account of the shareholders. The lien marked against unaccepted shares shall be released. The detailed procedure for tendering and settlement of shares under the revised mechanism is specified in the Annexure to the said circular.
5) BSE ('BSE') shall be the Stock Exchange for the purpose of tendering the equity shares in the Open Offer. The Acquirers will appoint a registered broker as a Buying Broker for the purpose of this Open Offer through whom the purchases and settlements on account of the Offered Shares tendered during the tendering period under this Open Offer will be made.
6) All Public Shareholders who desire to tender their equity shares under the Offer would have to intimate their respective Stockbroker ("Selling Broker") within the normal trading hours of the secondary market, during the Tendering Period.
7) A separate Acquisition Window will be provided by BSE to facilitate the placing of orders. The Selling Broker would be required to place an order / bid on behalf of the Public Shareholders who wish to tender equity shares in the Open Offer using the Acquisition Window of the BSE. Before placing the order/bid, the Selling Broker will be required to mark lien on the tendered equity shares. Details of such equity shares marked as lien in the demat account of the Public Shareholders shall be provided by the depository to the Indian Clearing Corporation ("Clearing Corporation").
8) As per the provisions of Regulation 40(1) of the SEBI (LODR) Regulations, 2015, as amended and SEBI's press release dated December 03, 2018, bearing reference no. PR 49/2018, requests for transfer of securities shall not be processed unless the securities are held in dematerialised form with a depository with effect from April 01, 2019. However, in accordance with the circular issued by SEBI bearing reference number SEBI/HO/CFD/
CMD1/CIR/P/2020/144 dated July 31, 2020, shareholders holding securities in physical form are allowed to tender shares in an open offer. Such tendering shall be as per the provisions of the SEBI (SAST) Regulations, 2011. Accordingly, Public Shareholders holding equity shares in physical form as well are eligible to tender their equity shares in this Open Offer as per the provisions of the SEBI (SAST) Regulations, 2011.
9) Equity Shares should not be submitted/tendered to the Manager to the Open Offer, the Acquirers or the Target Company.
10) The detailed procedure for tendering equity shares in the Open Offer will be available in the Letter of Offer, which shall be available on the website of SEBI i.e., www.sebi.gov.in.
IX. THE DETAILED PROCEDURE FOR TENDERING THE SHARES IN THE OFFER WILL BE AVAILABLE IN THE LETTER OF OFFER.
X. OTHER INFORMATION:
1) For the purpose of disclosures in this DPS relating to the Target Company, the Acquirers have relied on the publicly available information and information provided by the Target Company and have not independently verified the accuracy of details of the Target Company. Subject to the aforesaid, the Acquirers accept the responsibility for the information contained in the Detailed Public Statement and also for the obligations of the Acquirers as laid down in the SEBI (SAST) Regulations, 2011, as amended.
2) Pursuant to Regulation 12 of SEBI (SAST) Regulations, 2011, the Acquirers have appointed Mark Corporate Advisors Private Limited as Manager to the Offer.
3) The Acquirers have appointed Bigshare Services Private Limited, as Registrar to the Offer having Registered Office at Office No 58-2, 6th Floor Pinnacle Business Park, Next to Ahura Centre, Mahakali Caves Road, Andheri (East) Mumbai-400093, Maharashtra, India, Tel. No.: +91 22 6263 8200, Email ID: [email protected]; Contact Person: Mr. Maruti Eate, SEBI Reg. No.: INR000001385.
4) In this DPS, any discrepancy in any table between the total and sums of the amount listed is due to rounding off and/or regrouping.
5) This DPS and the PA will also be available on the website of SEBI i.e., www.sebi.gov.in.
Issued by Manager to the Offer:
MARK CORPORATE ADVISORS PRIVATE LIMITED
CIN: U67190MH2008PTC181996
404/1, The Summit,
Santi Janabai Road (Service Lane),
Off Western Express Highway,
Vile Park (East), Mumbai-400 057.
Contact Person: Mr. Manish Gaur
Telephone No.: +91 22 2612 3207/08
Email ID: [email protected]
Investor Grievance Email ID:
SEBI Registration No.: INM000012128
For and on behalf of the Acquirers:
| Sdi- | Sdi- | For Yora Gems and Jewellery Private Limited ("Acquirer 3") |
|---|---|---|
| Jaison Vijay Shah ("Acquirer 1") | Mukesh Kumar Bothra ("Acquirer 2") | Sdi- |
| Place : Surat, Gujarat | Mukesh Kumar Bothra Director | |
| Date : May 27, 2026 | DIN: 02309927 |