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Ester Industries Ltd. — Major Shareholding Notification 2021
Apr 22, 2021
62215_rns_2021-04-23_60d2096c-0bb8-4aec-b036-c2736f4ec9ec.pdf
Major Shareholding Notification
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| To BSE Limited Department of Corporate Services, Phirojee Jeejeebhoy Towers, Dalal Street, Mumbai – 400 023 |
To National Stock Exchange of India Ltd. Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex Bandra (E), Mumbai - 400 051 |
To Ester Industries Limited Sohan Nagar, P. O. Charubeta, Khatima- 262308, 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 acquisition of indirect control over 4.99% Equity Shares of Target Company.
After this transaction, there is no change in aggregate shareholding of Promoters/Promoters group.
This is for your information and record.
Regards
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Jai Vardhan Singhania
Place – Dubai Date – 22/04/2021
Disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
| Name of the Target Company (TC) | Ester Industries Limited | Ester Industries Limited | Ester Industries Limited |
|---|---|---|---|
| Name(s) of the acquirer and Persons Acting in Concert (PAC) with the acquirer |
Mr. Jai Vardhan Singhania Persons acting in Concert (PAC) M/s Wilemina Finance Corp. M/s. MOVI Limited Mr. Arvind Singhania Mr. Ayush Vardhan Singhania Mrs. Uma Devi Singhania M/s. Fenton Investments PrivateLimited |
||
| Whether the acquirer belongs to Promoter/Promotergroup |
Yes | ||
| Name(s) of the Stock Exchange(s) where the shares of TC areListed |
National Stock Exchange of India Ltd. BSE Limited |
||
| Detailsofthe acquisition / disposal as follows |
Number | % w.r.t. total share/voting capital wherever applicable(*) |
% w.r.t. total diluted share/voting capital of the TC(**) |
| Before the acquisition under consideration, holding of : (Acquirer and PAC) a) Shares carrying voting rights b) Shares in the nature of encumbrance (pledge/ lien/ non- disposal undertaking/ others) c) Voting rights (VR) 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) e) Total(a+b+c+d) |
53408203 _ -- -- 53408203 |
64.04 -- -- -- 64.04 |
64.04 -- -- -- 64.04 |
| Details of acquisition/sale a) Shares carrying voting rights acquired/sold b) VRs acquired /sold otherwise than by shares c) Warrants/convertible securities/any other instrument that entitles the acquirer to receive shares carrying votingrights in the TC(specify |
As per annexure -- -- |
As per annexure -- -- |
As per annexure -- -- |
| holding in each category) acquired/sold d) Shares encumbered / invoked/released by the acquirer e) Total (a+b+c+/-d) |
-- As per annexure |
-- As per annexure |
-- As per annexure |
|---|---|---|---|
| After the acquisition/sale, holding of: (Acquirer and PAC) a) Shares carrying voting rights b) Shares encumbered with the acquirer 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 acquisition e) Total (a+b+c+d) |
53408203 -- -- -- 53408203 |
64.04 -- -- -- 64.04 |
64.04 -- -- -- 64.04 |
| Mode of acquisition / sale (e.g. open market / off-market / public issue / rights issue / preferential allotment/inter-se transfer etc). |
As per Annexure | ||
| Date of acquisition / sale of shares / VR or date of receipt of intimation of allotment of shares, whichever is applicable |
20thApril, 2021 | ||
| Equity share capital / total voting capital of the TC before the said acquisition / sale |
83393759 Equity Shares of Rs. 5 each aggregating to Rs. 41,69,68,795/- |
||
| Equity share capital/ total voting capital of the TC after the said acquisition / sale |
83393759 Equity Shares of Rs. 5 each aggregating to Rs. 41,69,68,795/- |
||
| Total diluted share/voting capital of the TC after the said acquisition |
83393759 Equity Shares of Rs. 5 each aggregating 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.
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Jai Vardhan Singhania
Place : Dubai Date: 22/04/2021
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 and PACs |
Pre-acquisition Shareholding along with % of Shares w.r.t total share capital |
Acquisition along with % of Shares w.r.t total share capital |
Post-acquisition Shareholding along with % of Shares w.r.t total share 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 Private Limited |
490000 (0.59%) |
-- | 490000 (0.59%) |
| TOTAL | 53408203 (64.04%) |
-- | 53408203 (64.04%) |
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Jai Vardhan Singhania
Place – Dubai Date – 22/04/2021