DCM Ltd. — Capital/Financing Update 2019

Sep 17, 2019

September 17, 2019

ASELimited Floor 25, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400 001

National ~ Exchange of India Ltd. Exchan e Plaza, Plot no. Cjl, G Block, B dra-Kurla Complex, andra (E),Mumbai - 400 051

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Subject: Intimation under Regulation 30 of SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015

Dear Sir,

Pursuant to regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, please find enclosed herewith necessary information in respect of sale or disposal of Unit(s) or Division(s) or subsidiary of the listed entity as per SEBICircular No. CIRjCFDjCMDj4j2015 dated September 9, 2015 read with Regulation- 30 - Para A of Part A of Schedule III of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 is enclosed as Annexure 1.

This is for your information and records.

Thanking you,

Yours truly,

For DCM Limited

e-mail id: investors@dcm.in

,.

Annexure - I

Necessary Information in respect of sale or disposal of Unites) or Division(s) or subsidiary of the listed entity as per SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 read with Regulation 30 - Para A of Part A of Schedule III of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015

Sr.	Particulars		Details
No.
1	the amount and percentage of the
	turnover or revenue or income and				Rs. in Crores
	net worth contributed by such unit	Sr.	Particulars	Net	Turnover*
	or division of the listed entity during	No.		Worth*
	the last financial year	1	DCM Limited	194.60	1100.04
			(including
			Textile
			Business
			demerged
			with effect
			from
			appointed
			date of
			01.04.2019)
		2	IT Business	15.03	43.79
		3	Percentage	7.72	3.98%
		*last	financial year: April	I, 2018	to March 31,
		2019	on standalone basis.
2	Date on which the agreement for	The	Company shall	enter	into business
	sale has been entered into	transfer	agreement	and/ or	any other
		document(s) with its wholly owned
		subsidiary	namely DCM	Infotech	Limited on
		or before	September 30,	2019 for	transfer of IT
		Business	effective from	September	16, 2019.
3	The expected date of completion of	The	documentation and/ or filing of requisite
	sale / disposal.	application(s) etc. is expected to be completed
		on or	before September	30, 2019.

4	Consideration received from such sale/ disposal.	Transfer/vesting of IT Business of the Company, as going concern, at BookValue as on 16.09.2019, subject to minimum consideration of Rs. 8 Crores.
5	Brief details of buyers and whether any of the buyers belong to the promoter/ promoter group/group companies. If yes, details thereof.	DCM Infotech Limited, a wholly owned subsidiary of the Company.
6	Whether the transaction would fall within related party transactions? If yes, whether the same is done at "arm's length".	DCM Infotech Limited wholly owned IS subsidiary of the Company. Thus exempt from purview of regulations governing related party transactions.
7	Additionally, in case of a slump sale, indicative disclosures provided for amalgamation/ merger, shall be disclosed by the listed entity with respect to such slump sale	Please refer points 8 to 13 below
8	Name of the entity(ies) forming part of the amalgamation/ merger, details in brief such as, size, turnover etc.	Standalone figures as on March 31,2019 1. DCM Limited (including Textile Business demerged w.e.£. 1.4.2019) (Transferor Company) Total Assets: Rs. 588.97Crores Net Worth: Rs. 194.60Crores Turnover: Rs. 1100.04Crores
		2. DCM Infotech Limited (Transferee Company) is a wholly owned subsidiary of the DCM limited. Total Assets:Rs. 3.11Crores Net Worth: Rs. 3.11Crores Turnover: NIL
9	Whether the transaction would fall within related party transactions? If yes, whether the same is done at "arm's length"	Please refer points 6 above
10	Area of business of the entity(ies)	DCM Limited (Transferor Company) Engineering Business: Manufacture and supplies of grey iron castings for automotive markets.

		Iexti!e Business: Manufacturing and/ or dealing in cotton yarns, threads and various other cotton textile. This business has been demerged w.e.f. 1.4.2019.
		Services in IT infrastructure IT Business: management.
		Real estate development
		DCM Infotech Limited (Transferee Company)
		The Objects clause of the Company has been changed/ substituted to include IT business and related services with effect from September 3,2019.
11	rationale for Slump sale	To unlock the value of the IT Business undertaking namely DCM Data Systems, it is decided to run the division as a separate entity focused on IT business and services & specializing in networking, analytics, cloud digital technologies.
		To also explore opportunities to attract private equity / strategic partner(s) to achieve desired growth in the said IT business.
12	in case of cash consideration - amount or otherwise share exchange ratio.	Transfer at Book Value as on September 16, 2019 subject to minimum consideration of Rs. 8 Crores.
13	brief details of change in shareholding pattern (if any) of listed entity.	No change in shareholding pattern of the Company.