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Dabur India Ltd. M&A Activity 2022

Jul 13, 2022

59077_rns_2022-07-13_da26579d-1b52-4611-8d91-8cfd5163b28d.pdf

M&A Activity

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onsequently, the shareholding pattern ofM/s Asian Consumer Care Private Limited shall be as undernd it shall become a wholly owned subsidiary company of Dabur India Limited post acquisition ofhares.
hareholding pattern ofM/s Asian Consumer Care Private LimitedName of shareholderExistingshareholding (no.of equity sharesof BDT l0/-each)Existing%age ofshareholdingShareholdingpost acquisition(no. of equityshares of BDT10/-each)Shareholding%age postacquisitionDabur International Limited26,853,92576%35,333,11299.997%
Shareholding pattern ofM/s Asian Consumer Care Private LimitedName of shareholderExistingshareholding (no.of equity sharesof BDT l0/-each)Existing%age ofshareholdingShareholdingpost acquisition(no. of equityshares of BDT10/-each)Shareholding%age postacquisitionDabur International Limited26,853,92576%35,333,11299.997%Advanced ChemicalIndustries Limited8,480,18724%NILNILDabur (UK) LimitedNILNIL10000.003%Total35,334,112100%35,334,112100% hareholding pattern ofM/s Asian Consumer Care Private LimitedName of shareholderExistingshareholding (no.of equity sharesof BDT l0/-each)Existing%age ofshareholdingShareholdingpost acquisition(no. of equityshares of BDT10/-each)Shareholding%age postacquisitionDabur International Limited26,853,92576%35,333,11299.997%
Sr. Particulars Details of Information
No.
(a). Name of the Target Company,
(existing subsidiary Company)
details in brief such as size, turnover etc.
Paid up share Capital: BDT 353,341,120
(divided into 35,334,112 equity shares of
BDT 10/- each)
Turnover: FY 2021-22 - BDT 158.80 cr
(b). Whether the acquisition would fall within Related
Party Transaction(s) and whether the related party transaction. Further, the
Promoter/Promoter group/group companies have target Company, being subsidiary, is
any interest in the entity being acquired? already a related party of Dabur India
Limited.
If yes, nature of interest and details thereof and
whether the same is done at "arms length" Apart from what is mentioned above,the
promoters / promoter group/ group
Companies are not interested in the
transaction.
(c). Industry to which the entity being acquired belongs Consumer care products/ FMCG
(d). Objects and effects of acquisition (including but not
limited to, disclosure of reasons for acquisition of increased from 76% to 100% (by wholly
target company, if its business is outside the main line owned subsidiaries of Dabur India
of business of the Listed entity) Limited) pursuant to termination of JV
agreement and share purchase
agreement to be executed.
(e). Brief details of any governmental or regulatory
approvals required for the acquisition accorded by the Registrar of Joint Stock
Companies in Bangladesh (RJSC) based on
the submission of all relevant
information, documents and forms as
prescribed under the statute, in the online
database of the RJSC as well as physical
submission of other signed documents, as
necessary. Once the transfer process is
completed, company will make
application for amendments in Article of
Association.
(f). I Indicatives time period for completion of the 31st December, 2022
registration
(g). I Nature of consideration-whethercash consideration Cash Consideration
or share swap and details of the same
(h). Costofacquisitionorthepriceatwhichthesharesare
acquired Bangladeshi Taka Sixty Crore Only) -
(i). [ Percentage of shareholding/control acquired and/ornumber of shares acquired;24% shares of Target Company being heldby JV partner - is being acquired by M/sDabur International Limited and M/sDabur (UK) Limited, (both wholly ownedsubsidiaries of Dabur India Limited).Consequently, the shareholding of whollyowned subsidiaries of Dabur India Limitedwill increase to 100%.Further, the Target Company - AsianConsumer Care Private Limited, shallbecome a wholly owned subsidiary ofDabur India Limited.(j). I Brief background about the entity acquired in termsof products/line of business acquired, date ofincorporation, history of last 3 years turnover,country in which the acquired entity has presence andany other significant information (in brief);The Target Company - Asian ConsumerCare Private Limited was incorporated on16.07.2003 in Bangladesh. The Companyis engaged in the business ofmanufacturing and marketing ofconsumer care products/ FMCG.Turnover of the Company during the last3 FYs is as under:2021-22-BDT 158.80cr2020-21-BDT 166.04cr2019-20-BDT 131.82cr (i). [ Percentage of shareholding/control acquired and/ornumber of shares acquired;24% shares of Target Company being heldby JV partner - is being acquired by M/sDabur International Limited and M/sDabur (UK) Limited, (both wholly ownedsubsidiaries of Dabur India Limited).Consequently, the shareholding of whollyowned subsidiaries of Dabur India Limitedwill increase to 100%.Further, the Target Company - AsianConsumer Care Private Limited, shallbecome a wholly owned subsidiary ofDabur India Limited.(j). I Brief background about the entity acquired in termsof products/line of business acquired, date ofincorporation, history of last 3 years turnover,country in which the acquired entity has presence andany other significant information (in brief);The Target Company - Asian ConsumerCare Private Limited was incorporated on16.07.2003 in Bangladesh. The Companyis engaged in the business ofmanufacturing and marketing ofconsumer care products/ FMCG.Turnover of the Company during the last3 FYs is as under:2021-22-BDT 158.80cr2020-21-BDT 166.04cr2019-20-BDT 131.82cr (i). [ Percentage of shareholding/control acquired and/ornumber of shares acquired;24% shares of Target Company being heldby JV partner - is being acquired by M/sDabur International Limited and M/sDabur (UK) Limited, (both wholly ownedsubsidiaries of Dabur India Limited).Consequently, the shareholding of whollyowned subsidiaries of Dabur India Limitedwill increase to 100%.Further, the Target Company - AsianConsumer Care Private Limited, shallbecome a wholly owned subsidiary ofDabur India Limited.(j). I Brief background about the entity acquired in termsof products/line of business acquired, date ofincorporation, history of last 3 years turnover,country in which the acquired entity has presence andany other significant information (in brief);The Target Company - Asian ConsumerCare Private Limited was incorporated on16.07.2003 in Bangladesh. The Companyis engaged in the business ofmanufacturing and marketing ofconsumer care products/ FMCG.Turnover of the Company during the last3 FYs is as under:2021-22-BDT 158.80cr2020-21-BDT 166.04cr2019-20-BDT 131.82cr
2021 s s as uner:-22-BDT 158.80cr
2020201 -21-BDT 166.04cr-20-BDT 13182cr
.

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