DCM Ltd. — Major Shareholding Notification 2019

Feb 13, 2019

rnml:i!il LIMITED

February 12, 2019

ational Stock Exchange of India Limited Exchange Plaza, Plot No. Cl1, G Block, Bandra Kurla Complex, Bandra (E) Mumbai - 400051

BSELimited Phir ze Jeejeebhoy Towers, r:;a al Street, yMumbai - 400 001

Subject: Disclosure under Regulation 10(6)' 29(2) and 29(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulation, 2011 (Scrip Code: S02820/DCM)

Dear Sir,

With reference to the captioned subject, please find enclosed herewith disclosure forms under Regulation 10(6), 29(2) and 29(3) of SEBI(Substantial Acquisition of Shares and Takeovers) Regulation, 2011 as received form Dr. Vinay Bharat Ram and Mr. Sumant Bharat Ram.

The same is for your information and records.

Thanking you

Yours faithfully For imifeal~. ~........- - ~ ): I Yadvrmfef ~oyaL J Company Secretary.

End: as above

February 12, 2019

National Sock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra (E) umbai - 400051

BSE Limited Phiroze [eejeebhoy Towers, ljalal Street, Mumbai - 400 001

Subject: Disclosure under Regulation 10(6) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulation, 2011 (Scrip Code: 502820/DCM)

Dear Sir,

With reference to the above captioned matter, Please find enclosed herewith information to be submitted under Regulation 10(6) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulation, 2011 in the prescribed format.

Please acknowledge the receipt of the same.

Thanking you

Yours faithfully

I (, I ^j {1;·1=V/ /

Dr. Vinay Bhlrat Ram ^~

Encl.: As above

J CC - DCM Limited, Vikrant tower, 4, Rajendra Place, New Delhi -110008

uman Bharat Ram

Format for Disclosures under Regulation 10(6) Report to Stock Exchanges in respect of any acquisition made in reliance upon exemption provided for in Regulation 10 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

1		Name of the Target Company (TC)	DCM Limited
2		Name of the acquirer(s)	Dr. Vinay Bharat Ram
			Mr. Sumant Bharat Ram
			(promoters / Promoter Group of DCM Limited)
3			Name of the stock exchange where shares (i) National Stock Exchange of India Limited (NSE)
		of the TC are listed	(ii) BSELimited (BSE)
4		Details of the transaction including				Hon'ble National Company Law Tribunal, Principal Bench, New Delhi vide its
		rationale, if any, for the transfer/				order dated January 8, 2019, which became effective from January 30, 2019 has
		acquisition of shares.				sanctioned Scheme of Amalgamation of Crescita Enterprises Private Limited
				('Transferor Company') into andwith		DCM Limited (Transferee Company /
						Target Company). Transferor Company was equity shareholder holding 90,30,495
						(48.35%) equity shares of DCM Limited. Pursuant to the aforesaid Scheme of
						Amalgamation becoming effective 90,30,495 (48.35%) equity shares held by the Transferor Company in the Transferee Company stand cancelled and in terms of
						aforesaid Scheme, DCM Limited has issued & allotted same number of equity
						shares (i.e. 90,30,495)to the shareholders of the Transferor Company (i.e. Vinay
						Bharat Ram and Sumant Bharat Ram) in proportion to the shares held by them in
			the Transferor Company.
5		Relevant regulation under which the	Regulation 10(1)(d)(ii) of SEBI (Substantial Acquisition of shares and takeovers)
		acquirer is exempted from making open		regulations, 2011
	offer.
6		Whether disclosure of proposed
		acquisition was required to be made
		under regulation 10 (5) and if so,
		- whether disclosure was made and
		whether it was made within the timeline specified under the	N.A
		regulations.
		- date of filing with the stock
		exchange.
7		Details of acquisition	Disclosures required to be			Whether the disclosures under regulation 10(5)
			made under regulation 10(5)			are actually made
	a.	Name of the transferor / seller
	b.	Date of acquisition	N.A. N.A.			N.A. N.A.
	c.	Number of shares! voting rights in
		respect of the acquisitions from each
		person mentioned in 7(a) above
			N.A.		N.A.
	d.	Total shares proposed to be
		acquired I actually acquired as a %
		of diluted share capital of TC	N.A.			N.A.
	e.	Price at which shares are proposed to be acquired/ actually acquired
			N.A.			N.A.
8		Shareholdinz details	Pre-Transaction Post-Transaction
			No. of shares	% w.r.t total	No. of shares	% w.r.t total
			held	share capital	held	share capital of TC
				ofTC
		Acquirer / Transferee
	a.	Dr. Vinav Bharat Ram	14437	0.08	9043126	48.42
	b.	Mr. Sumant Bharat Ram	12000	0.06	13806	0.07
		Seller / Transferor
	a.	NA. Please refer comments for
		Point no. 4 above

Note:

(*) Shareholding of each enyty sh~1 be shown separately and then collectively in a group

The above disclosure Stall e slrnJd by the acquirer mentioning date & place. In case, thre ISmore than one acquir the report shall be signe either t^y all the persons or by ^a person duly authorized to do so on behalf of all th . ers..

^G' <:rV--/ /i~ r-- ^I

Date: 12.2.2019 Place: New Delhi

) / Dr. Vinay Bharat Ram B arat Ram

February 12,2019

,/ National Stock Exchange of India Limited Exchange Plaza, Plot No. Cl1, G Block, Bandra Kurla Complex, Bandra (E) / Mumbai - 400 051

/ BSELimited Phiroze Jeejeebhoy Towers, Dalal Street, /.umbai - 400 001

CM Limited Vikrant Tower,

4, Rajendra Place New Delhi-ll0008

Subject: Disclosure under Regulation 29(2)and 29(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulation, 2011 (Scrip Code: 502820/DCM)

Dear Sir,

With reference to the above captioned matter, Please find enclosed herewith information to be submitted under Regulation 29(2) and 29(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulation, 2011 in the prescribed format.

Please acknowledge the receipt of the same.

Thanking you

Yours faithfully

Encl.:As above

Format for disclosures under Regulation 29(2) of SEBI(Substantial Acquisition of Shares and Takeovers) Regulations, 2011

	Name of the Tareet Comoanv (TCI	DCM Limited
	Name(s) of the acquirer and Persons Acting in Concert (PAC)	Vinay Bharat Ram
	with the acquirer	(List of PACis enclosed separately as Annexure-A)
Whether the acquirer belongs to Promoter/Promoter group		Yes
	Name(s) of the Stock Exchange(s) where the shares of TCare		(i) National Stock Exchange of India Limited (NSE)
Listed		(ii) BSELimited (BSE)
Details of the acquisition / disposal as follows		Number (Equity	% w.r.t.total	% w.r.t. total
		Shares)	share/voting	diluted
			capital	share/voting
			wherever	capital of the TC
			applicable(*)	(**)
	Before the acquisition under consideration, holding of acquirer
	along with PAC:
al	Shares carrvlna votlnz rlahts	9066584	48.54%	48.54%
b)	Shares in the nature of encumbrance (pledge/ lien/
	non-disoosal undertakina/ othersl
cl	votine rizhts (VRI otherwise than bv shares
d)	Warrants/convertible securities/any other instrument
	that entitles the acquirer to receive shares carrying
	voting rights in the T C (speclfy holding in each
	category)
e)	Total (a+b+c+d)	9066584	48.54%	48.54%
Details of acquisition/sale
al	Shares carrvlna votlna riahts acauired/sold		refer note below and Annexure A
b	VRsacquired /sold otherwise than bv shares
c)	Warrants/convertible securities/any other instrument
	that entitles the acquirer to receive shares carrying
	voting rights in the TC (specify holding in each
	category) acquired/sold
dl	Shares encumbered / invoked/released bv the acauirer
e)	Total (a+b+c+/-d)
After the acquisition/sale, holding of holding of acquirer along
	with PAC:
a	Shares carrvinz voting riahts	9066584	48.54%	48.54%
b	Shares encumbered with the acauirer
c	VRs otherwise than by shares
d)	Warrants/convertible securities/any other instrument that
	entitles the acquirer to receive shares carrying voting
	rights in the TC (specify holding in each category) after
e)	Total (a+b+c+d)	9066584	48.54%	48.54%

Mode of acquisition / sale (e.g. open market / off-market / public issue / rights issue / preferential allotment / inter-se transfer etc).	Please refer note below
Date of acquisition / sale of shares / VR or date of receipt of intimation of allotment of shares whichever is aoolicable	11.02.2019
Equity share capital/total voting capital of the TC before the said acquisition / sale	Number:1,86,77,749 equity shares of Rs. 10 each Amount: Rs. 18,67,46,315
Equity share capital! total voting capital of the TC after the said acquisition / sale	Number:1,86,77,749 equity shares of Rs. 10 each Amount: Rs. 18,67,46,315
Total diluted share/voting capital of the TC after the said acquisition	Number:1,86,77,749 equity shares of Rs. 10 each Amount: Rs. 18,67,46,315
(0) Total share capital! voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Regulation 31 of SEBI (Listing Obligations 7 disclosure Requirements) Regulations 2015
(00) Diluted share/voting capital means the total number of shares in the TC assuming full conversion of the outstanding convertible securities/warrants into equity shares of the TC.

Note:

Crescita Enterprises Private Limited was part of promoter group of OCM Limited holding 90,30,495 equity shares of OCM Limited. Hon'ble National Company Law Tribunal, Principal Bench, New Oelhi vide its order dated January 8,2019, which became effective from January 30,2019 has sanctioned Scheme of Amalgamation of Crescita Enterprises Private Limited ('Transferor Company') into and with OCM Limited (Transferee Company / Target Company). Pursuant to the aforesaid scheme of Amalgamation becoming effective 90,30,495 (48.35%) equity shares held by the Transferor Company in the Transferee Company stand cancelled and in terms of aforesaid Scheme, OCM Limited has issued & allotted same number of equity shares (i.e. 90,30,495) to the shareholders of the Transferor Company (i.e. Vinay Bharat Ram and Sumant Bharat Ram) in proportion to the shares held by them in the Transferor Company. Accordingly, there is no change in the aggregate shareholding of the Promoter / Promoter group of the Company, cancellation / post allotment of equity shares.

/ C/: &J-~ U/ ^v

Dr. Vinay BharJt Ram

Place: New Delhi Date: 12.2.2019

Annexure-A to disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

Details of shareholdings of Persons Acting in Concert (PAC)

Name of the Shareholders	No. of shares held before acquisition	%ge of shareholdin g before acquisition	Nos. of shares I acquired (disposed)	%geof shareholding I acquired (disposed)	No. of shares held after acquisition	%geof shareholding after acquisition
Crescita Enterprises Private limited'	9030495	48.35%	-9030495	-48.35%	0	0
Vinay Bharat Ram	14437	0.08%	9028689	48.34%	9043126	48.42%
5umant Bharat Ram	12000	0.06%	1806	0.01%	13806	0.07%
Rahil Bharat Ram	4852	0.03%	-	-	4852	0.03%
Yuv Bharat Ram	4800	0.03%	-	-	4800	0.03%
Total	9066584	48.54%	-	-	9066584	48.54%

"Merged with DCM Limited pursuant to Scheme of Arnlgrnatlon approved by Hon'ble National Company Law Tribunal, New Deihl Vide order dated January 8, 2019

/ 'j: (!'r ~---/

Dr. Vi nay Bharat Ram

Place: New Delhi Date: 12.2.2019

February 12,2019

National Stock Exchange of India Limited Exchange Plaza, Plot No. Cl1, G Block, Bandra Kurla Complex, Bandra (E) Mumbai - 400 051

BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001

/ CM Limited Vikrant Tower, 4, Rajendra Place New Delhi-11000S

Subject: Disclosure under Regulation 29(2) and 29(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulation, 2011 (Scrip Code: 502820/DCM)

Dear Sir,

With reference to the above captioned matter, Please find enclosed herewith information to be submitted under Regulation 29(2) and 29(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulation, 2011 in the prescribed format.

Please acknowledge the receipt of the same.

Thanking you

Yours faithfully

End.: As above

Format for disclosures under Regulation 29(2) of SEBI(Substantial Acquisition of Shares and Takeovers) Regulations, 2011

	Name of the Target Company (TCI	DCM Limited
	Name(s) of the acquirer and Persons Acting in Concert (PAC)	sumant Bharat Ram
	with the acquirer
		(List of PACis enclosed separately as Annexure-A)
	Whether the acquirer belongs to Promoter/Promoter group	Yes
	Name(s) of the Stock Exchange(s) where the shares of TCare		(i) National Stock Exchange of India Limited (NSE)
Listed
		(ii) BsElimited (BsE)
Details of the acquisition / disposal as follows		Number (Equity	% w.r.t.total	% w.r.t. total
		Shares)	share/voting	diluted
			capital	share/voting
			wherever	capital of the TC
			applicable(*)	(**)
	Before the acquisition under consideration, holding of acquirer
along with PAC:
al	Shares carrvlnz votlna rlahts	9066584	48.54%	48.54%
b)	Shares in the nature of encumbrance (pledge/ lien/
	non-disnosal undertaking! others)
cl	Voting rights (VR) otherwise than bv shares
d)	Warrants/convertible securities/any other instru~ent
	that entitles the acquirer to receive shares carrying
	voting rights in the T C (specify holding in each
	category)
e)	Total (a+b+c+d)	9066584	48.54%	48.54%
Details of acauisition/sale
a)	Shares carrying voting rights acqulred/sold	refer note below and Annexure A
bl	VRs acauired /sold otherwise than bv shares
c)	Warrants/convertible securities/any other instrument
	that entitles the acquirer to receive shares carrying
	voting rights in the TC (specify holding in each
	category) acquired/sold
dl	Shares encumbered / invoked/released bv the acauirer
e)	Total (a+b+c+Z-d)
	After the acquisition/sale, holding of holding of acquirer along
al	with PAC: Shares carrvinz voting rights	9066584	48.54%	48.54%
bl	Shares encumbered with the acauirer
cl	VRs otherwise than bv shares
d)	Warrants/convertible securities/any other instrument that
	entitles the acquirer to receive shares carrying voting
	rights in the TC (specify holding in each category) after
e)	Total (a+b+c+d)	9066584	48.54%	48.54%

Mode of acquisition / sale (e.g. open market / off-market /	Please refer note below
public issue / rights issue / preferential allotment / inter-se
transfer etc).
Date of acquisition / sale of shares / VR or date of receipt of	11.02.2019
intimation of allotment of shares whichever is applicable
Equity share capital/total voting capital of the Te before the	Number:l,86,77,749 equity shares of Rs. 10 each Amount:
said acquisition / sale	Rs. 18,67,46,315
Equity share capital! total voting capital of the Te after the said	Number:l,86,77,749 equity shares of Rs. 10 each Amount:
acquisition / sale	Rs. 18,67,46,315
Total diluted share/voting capital of the Te after the said	Number:l,86,77,749 equity shares of Rs. 10 each Amount:
acquisition	Rs. 18,67,46,315
(*) Total share capital! voting capital to be taken as per the latest filing done by the company to the Stock Exchange under
Regulation 31 of SEBI (Listing Obligations 7 disclosure Reauirements) Regulations 2015
(**) Diluted share/voting capital means the total number of shares in the Te assuming full conversion of the outstanding

Note:

Crescita Enterprises Private Limited was part of promoter group of DCM Limited holding 90,30,495 equity shares of DCM Limited. Hon'ble National Company Law Tribunal, Principal Bench, New Delhi vide its order dated January 8,2019, which became effective from January 30,2019 has sanctioned Scheme of Amalgamation of Crescita Enterprises Private Limited ('Transferor Company') into and with DCM Limited (Transferee Company / Target Company). Pursuant to the aforesaid scheme of Amalgamation becoming effective 90,30,495 (48.35%) equity shares held by the Transferor Company in the Transferee Company stand cancelled and in terms of aforesaid Scheme, DCM Limited has issued & allotted same number of equity shares (i.e. 90,30,495) to the shareholders of the Transferor Company (i.e. Vinay Bharat Ram and Sumant Bharat Ram) in proportion to the shares held by them in the Transferor Company. Accordingly, there is no change in the aggregate shareholding of the Promoter / Promoter group of the Company, cancellation / post allotment of equity shares.

convertible securities/warrants into equity shares of the Te.

Annexure-A to disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

Details of share holdings of Persons Acting in Concert (PAC)

Name of the Shareholders	No. of shares held before acquisition	%geof shareholdin g before acquisition	Nos. of shares acquired / (disposed)	%geof share holding acquired / (disposed)	No. of shares held after acquisition	%geof shareholding after acquisition
Crescita Enterprises Private Limited'	9030495	48.35%	-9030495	-48.35%	0	0
Vinay Bharat Ram	14437	0.08%	9028689	48.34%	9043126	48.42%
Sumant Bharat Ram	12000	0.06%	1806	0.01%	13806	0.07%
Rahil Bharat Ram	4852	0.03%	-	-	4852	0.03%
Yuv Bharat Ram	4800	0.03%	-	-	4800	0.03%
Total	9066584	48.54%	-	-	9066584	48.54%

'Merged with DCM limited pursuant to Scheme of Arnlgrnation approved by Hon'ble National Company Law Tribunal, New Deihl vide order dated January 8, 2019

Place: New Delhi Date: 12.2.2019