Ester Industries Ltd. — Major Shareholding Notification 2021

Apr 23, 2021

To	To	To
BSE Limited	National Stock Exchange of	Ester Industries Limited
Department of Corporate	India Ltd.	Sohan Nagar, P. O.
Services, Phirojee Jeejeebhoy	Exchange Plaza, Plot no. C/1, G	Charubeta, Khatima
Towers, Dalal Street,	Block, Bandra-Kurla Complex	262308,
Mumbai –400 023	Bandra (E), Mumbai -400 051	Distt. Udham Singh Nagar,
		Uttarakhand

Dear Sir

Sub – Disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011

Target Company – ESTER INDUSTRIES LIMITED

Please find enclosed Disclosure pursuant to Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 for transfer of indirect control over 4.99% Equity Shares of Target Company.

After this transaction, there is no change in shareholding of Promoters/Promoters group entities.

This is for your information and record.

Regards

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

Name oftheTargetCompany(TC)		Ester Industries Limited
Name(s)oftheacquirerand Persons Actingin Concert(PAC) withthe acquirer		Vinay Kumar Modi
Whetherthe acquirerbelongs toPromoter/Promotergroup		Vinay Kumar Modi does not hold any share in TargetCompany. He holds 100% shares of Movi Limited whichholds 4.99% Equity Shares of Target Company. MoviLimited is Promoter Group entity.
Name(s)ofthe StockExchange(s)wherethesharesofTCare Listed		National Stock Exchangeof India Ltd.BSELimited
Details ofthe acquisition / disposal asfollows		Number	%w.r.t.totalshare/votingcapitalwhereverapplicable(*)	%w.r.t. totaldilutedshare/votingcapitaloftheTC (**)
Before	theacquisitionunder consideration,
holding of	: (Acquirer and PAC)
a)b)	Shares carryingvotingrightsShares in the nature of	As per annexure--	As per annexure--	As per annexure--
	encumbrance (pledge/ lien/ non
	disposalundertaking/others)	--	--	--
c)	Votingrights (VR)otherwise than by
	shares
d)	Warrants/convertiblesecurities/any
	otherinstrument thatentitlestheacquirertoreceivesharescarrying
	votingrightsintheTC(specify	--	--	--
	holding in each category)
e)	Total(a+b+c+d)	As per annexure	As per annexure	As per annexure
Details of	acquisition/sale
a)	Shares carryingvotingrights	As per annexure	As per annexure	As per annexure
	acquired/sold
b)	VRs acquired/soldotherwise than by	--	--	--
c)	sharesWarrants/convertible securities/any	--	--	--
	other instrument that entitles the
	acquirer to receive shares carrying
	voting rights in the TC (specify
	holding in each category)
d)	acquired/soldShares encumbered /
	invoked/released bytheacquirer	--	--	--
e)	Total(a+b+c+/-d)	As per annexure	As per annexure	As per annexure

After the acquisition/sale, holding of: (Acquirerand PAC)
a)Shares carrying voting rightsb)Shares encumbered with the acquirerc)VRs otherwise than by sharesd)Warrants/convertiblesecurities/anyother instrument that entitles theacquirer to receive shares carryingvoting rightsin the TC (specifyholdingineach category) afteracquisitione)Total (a+b+c+d)	As per annexure------	As per annexure------	As per annexure------
Modeofacquisition/sale(e.g.openmarket/off-market/ publicissue/rightsissue/preferentialallotment/inter-se transferetc).	As per annexureAs per annexureAs per annexureAs per Annexure
Dateofacquisition/saleofshares/VRordateofreceiptof intimation ofallotmentofshares, whicheveris applicable	th April, 202120(Date of transfer of Shares ofMovi Limited)
Equitysharecapital/totalvotingcapitaloftheTCbeforethe saidacquisition/sale	83393759Equity Shares of Rs. 5 eachaggregating to Rs. 41,69,68,795/-
Equitysharecapital/totalvotingcapitaloftheTCafterthe saidacquisition/sale	83393759 Equity Shares of Rs. 5 eachaggregating to Rs. 41,69,68,795/-
Total diluted share/voting capital of theTC after the said acquisition	83393759 Equity Shares of Rs. 5 eachaggregating to Rs. 41,69,68,795/-

(*) Total share capital/ voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the listing Agreement.

(**) 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.

Annexure

Ester Industries Limited (TC) is a listed Public limited company incorporated under the Companies Act, 1956. Movi Limited is Promoter Group Company of TC and holds 41,60,000 Equity Shares (4.99%) of TC. Mr. Vinay Kumar Modi holds 100% shares of Movi Limited. Mr. Vinay Kumar Modi has transferred through gift his 100% shareholding in Movi Limited to his daughter's son Mr. Jai Vardhan Singhania. Pursuant to this transaction, Mr. Jai Vardhan Singhania has acquired 100% shares of Movi Limited and thus indirectly acquired control of 4.99% Equity in TC.

This transaction has no impact in direct shareholding of any Promoter/Promoter Group entity. Details of pre-post transaction shareholding of Promoters/Promoter Group entities are as stated below –

Name of Acquirer andPACs	Pre-acquisitionShareholdingalong with % ofSharesw.r.ttotalsharecapital	Acquisition along with% of Shares w.r.t totalshare capital	Post-acquisitionShareholding along with% of Shares w.r.t totalshare capital
Mr. Arvind Singhania	150(--)	-	150(--)
Mrs. Uma Devi Singhania	150(--)	--	150(--)
Mr. Ayush Vardhan Singhania	178033(0.21%)	--	178033(0.21%)
Mr. Jai Vardhan Singhania	124858(0.15%)	--	124858(0.15%)
M/s. Wilemina Finance Corp.	48455012(58.10%)	--	48455012(58.10%)
M/s. MOVI Limited	4160000(4.99%)	--	4160000(4.99%)
M/s Fenton Investments PrivateLimited	490000(0.59%)	--	490000(0.59%)
TOTAL	53408203(64.04%)	--	53408203(64.04%)