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Elgi Equipments Ltd. Capital/Financing Update 2020

Sep 2, 2020

60896_rns_2020-09-02_d87d7fc1-7bf6-41c6-aee3-59933cb8f2e3.pdf

Capital/Financing Update

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BSE LIMITEDPHIROZE JEEJEEBHOY TOWERSDALAL STREETMUMBAI - 400001 NATIONAL STOCK EXCHANGE OFINDIA LIMITED“EXCHANGE PLAZA”BANDRA KURLA COMPLEXBANDRA (E)MUMBAI - 400051
ScripCode: 522074 ScripCode: ELGIEQUIP

Dear Sirs, DATE: 02/09/2020

Sub: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Company’s step down subsidiary in Belgium by name “Elgi Compressors Europe SRL” was owned by the Company’s wholly owned subsidiaries M/s. Elgi Compressors Italy SRL (99%) and M/s. Rotair SPA (1%).

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the Company has entered into and signed Share Transfer Agreements on 02-09-2020, separately with M/s. Elgi Compressors Italy SRL and M/s. Rotair SPA, to acquire 100% of the Equity Shares of Elgi Compressors Europe SRL (Belgium), thereby making it a wholly-owned subsidiary of the Company. Elgi Compressors Europe SRL was incorporated in Belgium to serve as the nerve centre of the Company’s European operations. This restructuring, resulting in the Company owning 100% of Elgi Compressors Europe SRL is done for better alignment from operational and business perspectives and as per the advice received from external experts.

The disclosures as required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9[th] September, 2015, is given in Annexure enclosed.

Kindly acknowledge receipt of this letter and update your records.

Thanking you,

Yours faithfully,

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Annexure

Annexure
Name of the Company details in briefsuch as size, turnover etc., Name**:**ELGI COMPRESSORS EUROPE SRLAuthorized & Paid up Share capital: EURO 50,000Turnover: NIL
Whether the acquisition would fallwithin related party transactions andwhether the promoter / promoter group/ group companies have any interest inthe entity being acquired YES.Elgi Compressors Europe SRL was previously ownedby the Company’s wholly owned subsidiaries M/s.Elgi Compressors Italy SPRL and M/s. Rotair SPA inproportion of 99% and 1% respectively.
Industry to which the entity beingacquired belongs Distribution & Trading of Compressors.
Objects and effects of acquisition(including but not limited to, disclosureof reasons for acquisition of targetentity, if its business is outside the mainline of business of the listed entity) Elgi Compressors Europe SRL was incorporated inBelgium to serve as the nerve centre of the Company’sEuropean operations, hence this restructuring of theCompany owning 100% of Elgi Compressors EuropeSRL is done for better alignment from operational andbusiness perspectives and as per the advice receivedfrom external experts.
Brief details of any governmental orregulatory approvals required for theacquisition This investment under Section 186 of the CompaniesAct, 2013, has been approved by the Board of Directorsin its meeting held on 14thAugust, 2020.
Indicative time period for completion ofthe acquisition NA
Nature of consideration – whether cashconsideration or share swap and detailsof the same The purchase price may either be paid in cash oradjusted against any consideration payable to theCompany by Elgi Compressors Italy SPRL and RotairSPA.
Cost of acquisition or the price at whichthe shares are acquired EURO 50,000Elgi Compressors Italy SPRL – EURO 49,500Rotair SPA – EURO 500
Percentage of shareholding / controlacquired and / or number of sharesacquired 100% - Wholly Owned Subsidiary

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Brief background about the entity Elgi Compressors Europe SRL’s line of business: acquired in terms of products/line of Trade, import, export, buy and sell at wholesale or business acquired, date of retail level, distribution, representation and brokerage, incorporation, history of last 3 years and manufacture, processing and transportation of turnover, country in which the acquired rotary and compressors as well as demolition entity has presence and any other hammers, hydraulic hammers, any other operating or significant information handling machinery, machines. Date of Incorporation: Elgi Compressors Europe SRL was incorporated on 31[st] January, 2019, in Brussels, Belgium.

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