DRC Systems India Limited — Major Shareholding Notification 2022

Oct 21, 2022

dhamaal.com^®

October 20, 2022

To,	To,
Department of Corporate Services	The Manager
Listing Department	National Stock Exchange of India Limited,
BSE Limited	Exchange Plaza, Bandra Kurla Complex,
Phiroze Jeejeebhoy Towers	Bandra (E), Mumbai- 400 051
Dalal Street	Email: takeover@nse.co.in
Mumbai-400001, India
Fax: (022) 2272 3121/2037
Email: corp.relations@bseindia.com
To,
The Company Secretary
DRC Systems India Limited
24th Floor, GIFT Two Building, Block no. 56,
Road - 5C, Zone - 5, GIFT CITY, Gandhinagar -
382355, Gujarat, India

Subject: Submission of Report as per Regulation 10 (6) read with Regulation10(1)(a)(iii) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("Takeover Regulations")

Dear Sir/Ma'am,

With reference to the above mentioned subject, please find enclosed herewith the report under Regulation 10(6) in respect of acquisition of 73,44,180 Equity Shares of DRC Systems India Limited under Regulation10(1)(a)(iii) of the Takeover Regulations.

Kindly acknowledge the receipt.

For, Avenues Infinite Private Limited

Sudhir Trivedi Director DIN: 08542009

Encl: As above

AVENUES INFINITE PVT. LTD.

Level One, Sai Bazaar, Station Road, Opp. SantaCruz Station, SantaCruz {West}, Mumbai 400054. India. Ph:+91 22 61806550 Email: support@dhamaal.com I Visit us at www.dhamaal.com I CIN: U74900MH2013PTC239708

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)	DRC Systems India Limited
2.		Name of the acquirer(s)	Avenues Infinite Private Limited
3.		Name of the stock exchange where	BSE Limited National Stock Exchange of India Limited
		shares of the TC are listed
4.		of the transaction Details including	Acquisition of 73,44,180	Equity Shares
		for the transfer/ rationale, if any, acquisition of shares.	$(19.00\%)$
				Rationale: Inter-se transfer, between a parent
			company and its wholly owned subsidiary.
5.		Relevant regulation under which the	Regulation 10 (1) (a) (iii) of SEBI (SAST)
		acquirer is exempted from making open	Regulations, 2011.
	offer.
6.		was required to be made under regulation	Whether disclosure of proposed acquisition No. However, the disclosure has been made but was inadvertently delayed. Please note
		10 (5) and if so,		that Company reported without any further
		- whether disclosure was made and		delay upon realization of requirement of
		whether it was made within		the filings. . We humbly submit that the delay was
		timeline specified under the regulations.		due to inadvertence and with no malafide intention to conceal the details of the
				transaction and details have been disclosed in
				a timely manner by way of filings under
				Regulation 29 of the SEBI (SAST) Regulations.
				We also submit that since there was no
			change in the overall holding as a result of the $\,$
				aforesaid acquisition and transfer was only
				inter-se between the shareholder and its subsidiary at a price above fair value, there
			was no loss to the investors also.
		- date of filing with the stock exchange.	October 20, 2022
7.		Details of acquisition	Disclosures	Whether the
			required to be made under	disclosures under regulation 10(5)
			regulation 10(5)	are actually made
	a.	Name of the transferor / seller	Infibeam Avenues	Yes
			Limited
	$\mathbf{b}$ .	Date of acquisition	23-09-2022
	c.	Number of shares/ voting rights in	73,44,180
		respect of the acquisitions from each person mentioned in 7(a) above
		Total shares proposed to be acquired /	19.00%
	d.	actually acquired as a % of diluted
		share capital of TC
	e.	Price at which shares are proposed to	Rs. 35/- per Equity
		be acquired / actually acquired	Share

8.		Shareholding details	Pre-Transaction			Post-Transaction
			No. shares held	of	$\frac{0}{0}$ w.r.t total share capita l of TC	- of No. shares held	$%$ w.r.t total share capital of TC
	a	Each Acquirer / Transferee(*)
		Avenues Infinite Private Limited			0.00	73,44,180	19.00
	b	Each Seller / Transferor
		Infibeam Avenues Limited	1,14,75,000		29.69%	41,30,820	10.69

Note:

• (*) Shareholding of each entity shall be shown separately and then collectively in a group. $\bullet$
• $\bullet$ The above disclosure shall be signed by the acquirer mentioning date & place. In case, there is more than one acquirer, the report shall be signed either by all the persons or by a person duly authorized to do so on behalf of all the acquirers.

For, Avenues Infinite Private Limited

Place: Ahmedabad Date: October 20, 2022