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GAIL (India) Limited Capital/Financing Update 2021

Jan 19, 2021

14802_rns_2021-01-19_fd001da2-c30b-4710-986c-771f887e1861.pdf

Capital/Financing Update

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ND/GAIL/SECTT/2021

1lc,[ 'lfcA, 16 � <ITTlTT � � �-110066, 'lfffif GAIL BHAWAN, 16 BHIKAIJI CAMA PLACE NEW DELHl-110066, INDIA i:p'r,:r/PHONE: +91 1126182955 $R:r/ FAX: +91 1126185941 {-TfC'f/E-mail: [email protected]

January 19, 2021

To, The Manager
Listing department Corporate Relationship Department,
National Stock Exchange oflndia Limited BSE Limited, Rotunda Buiding,
'Exchange Plaza', C-1, Block G, P J Towers, Dalal Street, Fort,
Bandra Kurla Complex, Bandra (E), Mumbai -400 001.
Mumbai -400 051.
Scrip Code - GAIL Scrip Code- 532155

Sub: Submission of Public Announcement for buyback of equity shares of GAIL (India) Limited {"Company")

Dear Sir/Madam,

This is further to our intimation dated January 15, 2021, vide which the Company had informed that the Board of Directors of the Company have approved the proposal to Buyback fully paid up Equity Shares of the Company from the existing shareholders/ beneficial owners as on Record Date on a proportionate basis through the Tender Offer process.

In this connection please note that today i.e. January 19, 2021 the Company has published the Public Announcement of buyback in Business Standard (English-All editions) and Business Standard (Hindi -All editions) (Hindi being the regional language of Delhi wherein the registered office of the Company is located) pursuant to Securities & Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended ("Buyback Regulations"). The copy of the said Public Announcement is enclosed for your reference and dissemination on the Stock Exchanges and is also available on the Company's website at www.gailonline.com.

Thanldng you,

Yours faithfully,

For GAIL (India) Limited

(A.� Company Secretary & Compliance Officer Encl: As above Copy to:

  • 1 Deutsche Bank AG, Filiale Mumbai TSS & Global Equity Services The Capital, 14th Floor C-70, G Block, Bandra Kurla Complex Mumbai -400051
  • 2 London Stock Exchange Regulatory News Service Department (RNS) 10, Paternoster Square, London EC4M 7LS

K/A- Ms. Aparna Salunkhe

AVS No.- 926669

xft3TTw,,/CIN L40200DL1984GOl018976 www.gailonline.com

GAI L (INDIA) LIMITED

(A Government of India Undertaking-A Maharatna Company)

CIN: L40200DL 1 98460!018976

Registered & Corporate Office: 1 6, Bhikaiji Gama Place, R. K. Puram, New Delhi - 1 1 0066 Contact Person: A. K. Jha, Company Secretary & Compliance Officer Tel: 01 1-261 707 40, Fax: 01 1 -261707 40 I E-mail: [email protected] I Website: www.gailonline.com

PUBLIC ANNOUNCEMENT FOR THE ATTENTION OF EQUITY SHAREHOLDERS/ BENEFICIAL OWNERS OF EQUITY SHARES OF GAIL (INDIA) LIMITED FOR BUYBACK OF EQUITY SHARES THROUGH TENDER OFFER UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (BUY-BACK OF SECURITIES) REGULATIONS, 201 8, AS AMENDED

This Public Announcement (the "Public Announcement") is being made pursuant to the provisions of Regulation 7(i) and other applicable provisions of the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended (the "Buyback Regulallons") for the time being in force including any statutory modifications and amendments from time to time and contains the disclosures as specified in Schedule II of the Buyback Regulations read with Schedule I of the Buyback Regulations.

CASH OFFER FOR BUYBACK NOT EXCEEDING 11,97,56,641 {SIX CRORE NINETY SEVEN LAKH FIFTY SIX THOUSAND SIX HUNDRED FORTY ONE) FULLY PAID UP EQUITY SHARES OF FACE VAWE OF { 1 0/· EACH AT A PRICE OF f 150/• (RUPEES ONE HUNDRED RFTY ONLY) PER FULLY PAID UP EQUITY SHARE ON A PROPORTIONATE BASIS TIIROUGH TIIE TENDER OFFER ROUTE

  • 1. DETAILS OF THE BUYBACK OFFl:R AND OFFER PRICE
  • 1.1 The board of directors (the "Board") of GAIL Ondia) Limited C'GAIL" / "Company") passed a resolution on January 15, 2021 ("Board Meeting") to approve the proposal of buyback of fully paid-up equity shares of face value of { 10 each ("Shares" or "Equity Shares") of the Company not exceeding 6,97.56,641 (Six Crore Ninety Seven Lakh Fifty Six Thousand Six Hundred Forty One) Equity Shares from the equity shareholders/ beneficial owners of Equity Shares (the "Equity Shareholders• / "Shareholders") of the Company Oncluding persons who become the shareholders, by cancelling Global Depository receipts ("GDR") held by them and receiving the underlying Equity Shares) as on Thursday, January 28, 2021 (the "Record Date") (for further details In relation to Record Date, refer to Paragraph 9 of this Public Announcement). on a proportionate basis, through tender offer route (the "Buyback" / "Buyback Oller") at a price of t 150/- (Rupees One Hundred Atty Only) per Equity Share ("Buyback Price" / "Buyback Oller Price") payable in cash, for an aggregate maximum consideration not exceeding { 1 ,046.35 Crore (Rupees One Thousand Forty Six Crore Thirty Five Lakh Only) excluding the transaction costs viz. brokerage, advisor's fees, intermediaries fees, public announcement publication fees, filing fees, turnover charges, applicable taxes, inter-alla, buyback taxes, securities transaction tax, goods and services tax, stamp duty and other incidental and related expenses (the "Buyback Oller Size"). The Buyback Offer Size represents 2.50% and 2.26% of the aggregate of the Company's paid-up capital and free reserves as per the audited standalone and consolidated financial statements of the Company, respectively for the financial year ended March 31, 2020. The Buyback is subject to receipt of any approvals, permissions and sanctions of statutory, regulatory or governmental authorities as may be required under applicable laws including but not limited to Securities and Exchange Board of India ("SEBI"), BSE Limited (the "BSE") and National Stock Exchange of India Limited (the "NSE" together with BSE, the "Slack E1changes") where the Equity Shares of the Company are listed.
  • 1.2 The Buyback Is In accordance wtth the provisions of Section 68, 69, 70 and all other applicable provisions, ij any, of the Companies Act, 2013, as amended, the Companies (Share Capital and Debentures) Rules, 2014, as annended, and other relevant rules made thereunder, each as amended from time to time (the "COmpanlas Act"), and in accordance with Article 58 of the Articles of Association of the Company, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as annended (the "Listing Regulations") and subject to the provisions of the Buyback Regulations and such other approvals, permissions as may be required from time to time from the Stock Exchanges where the Equity Shares of the Company are listed and from any other statutory and/or regulatory authority, as may be required and which may be agreed to by the Board and/or any committee thereof. The Buyback would be undertaken in accordance with SEBI circular bearing number CIR/CFD/POLICYCELLJ1/2015 dated April 1 3, 2015 and circular no. CFD/DCR2/CIR/P/2016/131 dated December 09, 201 6 (the "SEBI Clrculars"), which prescribes the mechanism for acquisition of shares through stock exchange. In this regard, the Company wlll request NSE to provide the acquisition window. For the purpose of 1hls Buyback, NSE would be the Designated Stock Exchange.
  • 1.3 The Buyback Offer Size represents 2.50% and 2.26% of the aggregate of the fully paid-up equity share capital and free reserves as per the audtted standalone and consolidated financial statements of the Company, respectively for the financial year ended March 31, 2020 (the last audited standalone and consolidated financial statements available as on the date of the Board Meeting approving the Buyback) and is within the statutory llmlts of 10% of the aggregate of the fully paid-up equity share capital and free reserves under the Board of Directors approval route as per the provisions of the Companies Act. Further, since the Company proposes to buyback up to 6,97,56,641 (Six Crore Ninety Seven Lakh Fifty Six Thousand Six Hundred Forty One) Equity Shares representing 1.55% of the total number of Equity Shares in the total paid-up share capital of the Company, the same is within the 25% limit as per the provisions of the Companies Act
  • 1.4 The maximum amount required by the Company for the said Buyback aggregating to f 1 ,046.35 Crore (Rupees One Thousand Forty Six Crore Thirty Five Lakh Only) is within the permitted limits. The funds for the Buyback will be met out of internally generated cash resources of the Company. The Company confirms that as required under Section 68(2)(d) of the Companies Act and Regulation 4(ii) of the Buyback Regulations, the rauo of the aggregate of secured and unsecured debts owed by the Company shall not be more than twice the fully paid-up share capital and free reserves after the Buyback.
  • 1.5 The Buyback Offer Price of { 150/- (Rupees One Hundred Atty Only) per Equity Share has been arrived at after considering various factors such as the average closing prices of the Equity Shares on the Stock Exchanges where the Equity Shares of the Company are listed, the net-worth of the Company and the impact of the Buyback on the key financial ratios of the Company. The Buyback Offer Price of { 1 50/- (Rupees One Hundred Fifty Only) per Equity Share represents (I) a premium of 44.65% on BSE and 41.14% on NSE over the volume weighted average prtce of the Equity Shares on BSE and NSE, respectively for 26 weeks preceding the Board Mee11ng date; (IQ a premium of 1 0.13% on BSE and 10.28% on NSE over the volume weighted average price of the Equity Shares on BSE and NSE, respectively for 2 weeks preceding the Board Meeting date; (iii) a premium of 10.54% on BSE and 10.54% on NSE over the closing price of the Equity Shares on BSE & NSE, respectively as on the date of intimation to BSE & NSE for the Board Meeting to consider the proposal of the Buyback.
  • 1.6 The Buyback shall be on a proportionate basis from all the Equity Shareholders of the Company through the "Tender Oller" route, as prescribed under Regulation 4(1v)(a) of the Buyback Regulations. Please see paragraph 9 below for details regarding Record Date and share entitlement for tender In the Buyback.
    1. 7 A copy of this Publlc Announcement Is available on the Company's website (www.gallonllne.com) and Is expected to be available on the website of SEBI (www.sebi.gov.ln) during the period of the Buyback and on the website of Stock Exchanges (www.bseindia.com) and (www.nseindia.com).

2. NECESSITY FOR BUY BACK

The Buyback would help In optimization of the caphal structure and Improving return on equity by reduction in the equity base, thereby leading to long term increase in shareholders' value.

Further, the Buyback, which is being implemented through the Tender Offer route as prescribed under the Buyback Regulations, would involve allocation of higher of number of shares as per their entitiement or 15% of the number of shares to be bought back, reserved for the small shareholders. The Company believes that this reservation of 1 5% for small shareholders would benefit a large number of publlc shareholders, who would get classified as •small shareholder'.

3. DETAILS OF PROMOTER SHAREHOLDING

3.1 The aggregate shareholding of the Promoter, as on the date of the Board Meeting i.e. Friday, January 1 5, 2021 is given below:

:0 N1m1 of Ille shlnllllldln Na. al Ell■ltyShir• 111ld Na. of Equly 111 Hidin dllllllllrillind lann
President of India actingthroughMinistryofPetroleum and Natural Gas,Government of India* 2,33,44,49,987 2,33,44,49,987 51.76%
Total Z,33 44,49,987 2,33,44,49,987 51.76%

(Out of Tata/ Shaleholding of Government of India, 2, 122 shares related to Offer for Sale- 2004 and Bonus shares thereon are pending for Cl'Bdit due to nan-availability of shareholders =ct details)

  • 3.2 No shares or other specified securttles In the Company were efther purchased or sold by the Promoter during a period of six months preceding the date of the Board Meeting at which the Buyback was approved.
  • 3.3 In terms of the Buyback Regulations, under the Tender Offer route, the promoter and promoter group of the Company have an option to participate in the Buyback. In this regard, the Promoter as listed in paragraph 3.1 above has expressed their intention, vide their letter dated January 18, 2021 to participate in the Buyback and tender up to such extent that the minimum shareholding of the Promoter post buyback remains at least 51 .00% of the post buyback equity share capital of the Company in compliance with the Buyback Regulations.
  • 3.4 Since the entire shareholding of the Promoter is in the demat mode, the details of the date and price of acqulsltlo,v sale of entire Equity Shares that the Promoter has acquired/sold till date as per the Information provided by the Promoter vlde Its letter dated January 18, 2021 are set-out below:
CU11dlr Year al'hnndon No. of E lly111 AcqulslUan/ BIiiCO■slderlllonlncrar■1 Nature al Tr11111Ction/CG11lderlllon
1984 11 0.001 1
6,000 0.6
3,989 0.3989
1985 83,300 8.33
416,700 41.67
500,000 50
800,000 80
1986 1,023,500 102.35
934,400 93.44
2.340,000 234
1987 1,600,000 160
695,300 69.53
1988 50,000 5
1995 845,320,000 845.32 Stock spltt was approved at the Extra-OrdinaryGeneral Meeting of the Company held on June 1 2,1995, resulting in each Equity Shares of {1000/·being sub-divided into 1 00 Equity Shares of { 10
28,529,025 192.09 Disinvestment through private placement in thedomestic market
30.609,600 1 83.65 Disinvestment through prtvate placement In thedomestic market
1999 81,679,098 490.07 Sale of shares to Indian Oil Corporation Limitedand to the Dil and Natural Gas CommissionLimited
135.000,000 945.00 Disinvestments through GDR Mechanism
2004 84,565,160 1629.43 Disinvestment through offer for sale
2008 242,468,558 NIL Bonus Issue
2014 15.672,024 533.14 Disinvestment throu h ETF
2015 37,819 NIL Disinvestment throu h CPSE ETF as Bonus Units
1 5.315,380 659.17 Disinvestment throu h CPSE ETF as Bonus Units
2017 232,126,817 NIL
7,855,657 285.15 Disinvestment throu h CPSE ETF as Bonus Units
14,240,519 620.53 Disinvestment throu h Bharat ETF-22
302,1 37,031 NIL Bonus Issue
2018 1 1,675,668 387.34 Disinvestment throu h Bharat ETF-22
19,843,41 0 586.80 Disinvestment throu h Bharat ETF-22
2019 1 ,1 77,029,046 NIL Bonus Issue
19,610,227 251 .07 Disinvestment throu h Bharat ETF-22

4. NO DEFAULTS

The Board confirms that the Company has not delaufted in the repayment of the deposits accepted etther before or after the commencement of the Companies Act, Interest payment thereon, redemption of debentures or preference shares or payment of dividend to any shareholder or repayment of any term loan or interest payable thereon to any financial Institution or banking company.

5. CONFIRMATION BY THE BOARD OF DIRECTORS

  • The Board has confirmed on the date of Board Meeting (I.e. January 15, 2021) that It has made full enquiry into the affairs and prospects of the Company and has formed an opinion that
  • a) Immediately followlng the date of the Board Meeting, there wlll be no grounds on which the Company could be found to be unable to pay its debts;
  • b) As regards the Company's prospects for the year immediately following date of the Board Meeting and having regard to the Board's Intentions with respect to the management of Company's business durtng that year and to the amount and character of the financial resources which will in the Board's view be available to the Company durtng that year. the Company wlll be able to meet Its llabllltles as and when they fall due and will not be rendered insolvent within a period of one year from that date of Board Meeting; and
  • c) In forming the opinion, the Board has taken Into account the llabllltles as � the Company were being wound up under the provisions of the Companies Act. 1 956 or Companies Act, 2013 or Insolvency and Bankruptcy Code 2016, as the case may be, including prospective and contingent liabilities.
    1. REPORT BY THE COMPANY'S STATUTORY AUDITOR
  • The text of the report dated January 15, 2021 received from ASA & Associates LLP, Chartered Accountants and A.A. & Co., Chartered Accountants, the Joint Statutory Audftors of the Company addressed to the Board of Directors of the Company is reproduced below:

Quote

AudHors' Report on buy back al sham pursuant to the requirement of the Companies Act, 2013, 11 amended (the "Act") and Clause (11) of Schedule I to the SecurHles and &change Board al lndla (Buy -lllc:k of Securities) Regulations, 2018, as amended (the "Buyb1ct Regul11ion1")

To, The Board of Directors,

GAIL (lndla) Limited

1 6, Bhikaiji Canna Place New Delhi - 110066.

    1. This Report is issued in accordance with the terms of our engagement dated January 1 5, 2021.
    1. We have been engaged by GAIL (India) LimHed (the "Company") to perform a reasonable assurance engagement on determination of the amount of permissible capital payment in connection with the proposed buy back by the Company of its equity shares in pursuance of the provisions of Section 68 and 70 of the Act and the applicable provisions of the Buyback Regulations.
    1. The management of the Company has prepared the accompanying Annexure A Statement of permissible capital payment as on March 31, 2020 (the "Statement") pursuant to the proposed buyback of equity shares approved by the Board of Directors of the Company ("Board of Dlrecton") at their meeting held on January 15, 2021, in accordance with the provisions of sections 68, 69 and 70 of the Act and the Buyback Regulations. The Statement contains the computation of amount of permissible capital payment towards buyback of equity shares in accordance with the requirements of section 68(2) of the Act and the applicable provisions of the Buyback Regulations and based on the latest audtted standalone and consolidated financial statements for the year ended March 31, 2020. We have Initialed the Statement for ldentlflcaUon purposes only.

Board of Directars Responsibility for Illa Stalament

    1. The preparation of the statement In accordance with Section 68(2) of the Act and In compliance of the Buyback Regulations determining the amount permissible to be paid for the buyback is the responsibility of 1he Board of Directors of the Company. Including preparation and maintenance of all accounting and other relevant supporting records and documents. This responsibility includes the design, implementation and maintenance of Internal control relevant to the preparation and presentation of the Statement and applying an appropriate basis of preparation; and making estimates that are reasonable in the circumstances.
    1. The Board of Directors are responsible to make a full Inquiry Into the affairs and offer document of the Company and to form an opinion that the Company will be able to pay its debts from the date of board meeting and will not be rendered insolvent within a period of one year from the date of board meeting at which the proposal for buyback was approved by the Board of Directors of the Company and In forming the opinion, they have taken into account the liabilities (including prospective and contingent liabilities) as if the Company were being wound up under the provisions of the Act or the Insolvency and Bankruptcy Code 201 6. Further, a declaration is required to be signed by at least two directors of the Company in this respect in accordance with the requirements of the section 68(6) of the Act and the Buyback Regulations.

AudHor'1 R•ponslbllity

    1. Pursuant to the requirements of the Buyback Regulations, it is our responsibility to provide reasonable assurance on the following "Reporting Criteria':
    • (ij Whether the amount of capital payment for the buy-back as stated in Annexure A has been determined considering the audited standalone and consolidated financial statements for the year ended March 31 , 2020 and is wtthin the permissible limtt and computed in accordance with the provisions of Section 68(2) of the Act and the applicable provisions of the Buyback Regulations;
    • (iij Whether the Board of Directors in their meeting held on January 1 5, 2021 have formed their opinion, as specified in Clause (X) of Schedule I to the Regulations, on reasonable grounds that the Company having regard to its state of affairs will not be rendered insolvent within a period of one year from date of the board meeting; and
    • (llij Whether we are aware of anything to Indicate that the opinion expressed by the Directors In the
  • declaration as to any of the matters mentioned in the declaration is unreasonable in circumstances as at the date of declaration.

    1. The standalone and consolidated financial statements for the year ended March 31, 2020 have been audited by us on which we Issued an unmodified audit opinion vlde our report dated June 24, 2020. Our audits of these financial statements were conducted in accordance with the Standards on Auditing as specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India ("ICAI"). Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
    1. We conducted our examination of the Statement In accordance with the Guidance note on Audit Reports and Certificates for Special Purposes issued by ICAI ("Guidance Nate"). The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics Issued by ICAI.
    1. We have complied with the relevant applicable requirements of the Standard on Quality Control (SOC) 1 , Quality Control for Firms that Perform Audits and Reviews of Historical Ananclal Information, and Other Assurance and Related Services Engagements.
  • 1 0. A reasonable assurance engagement Involves performing procedures to obtain sufficient approprtate evidence on the reporting criteria mentioned in paragraph 6 above. The procedures selected depend on the audttor's judgement, including the assessment of the risks associated with the Reporting Criteria.

  • We have performed the followlng procedures in relation to the Statement:

    • ij We have inquired into the state of affairs of the Company in relation to its audHed standalone and consolidated financial statements for the year ended March 31, 2020 and the limited review standalone and consolidated financial resuns for the six months period ended September 30, 2020;
    • ii) Examined authorization for buy back from the Articles of Association of the Company. approved by Board of Directors in its meeting held on January 15, 2021 ;
    • iii) Examined that the amount of capital payment for the buy-back as detailed in Annexure A is within permissible limit computed in accordance with section 68(2) of the Act and the applicable provisions of the Buyback Regulations;
    • iv) Examined that the ratio of debt owned by the Company, is not more than twice the capital and its free reserve after such buy-back;
    • v) Examined that all shares for buy-back are fully paid-up;
    • vi) Examined resolutions passed in the meetings of the Board of Directors;
    • vii) Obtained necessary representations from the management of the Company.

Opinion

    1. Based on our examination as above, and the information and explanations given 10 us, in our opinion,
    • (i) the Statement of permissible capital payment towards buyback of equity shares, as stated in Annexure A, Is In our view property determined In accordance with Section 68 of the Act and the appllcable provisions of the Buyback Regulations; and
    • (II) the Board of Directors, In their meeting held on January 15, 2021 . have formed the opinion, as specified in clause (x) of Schedule I of the Regulations, on reasonable grounds, that the Company will not, having regard to Its state of affairs, be rendered Insolvent within a period of one year from date of board mee11ng and we are not aware of anything to indicate that the opinion expressed by the Directors in the declaration as to any of the matters mentioned in the declaration is unreasonable in circumstances as at the date of declaration.

Restriction on Use

1 2. The report Is addressed to and provided to the Board of Directors of the Company solely for the purpose of enabling it to comply wtth the aforesaid requirements and to include this report, pursuant to the requirements of the Buyback Regulations, (a) In the publlc announcement to be made by the Company, (b) In the draft letter of offer and letter of offer to be filed with the Securities and Exchange Board of India, the stock exchanges, the Registrar of Companies as required under the Regulations, the National Securities Depository Limited, the Central Deposttory Securities Qndia) Limited and (c) providing to the parties including manager to the offer in connection with buyback and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands tt may come without our prior consent in writing. We have no responsibility to update this report for events and circumstances occurring after the date of this report.

For A.R. & Co.Chartered AccountantsFirm Registration No: 002744CSd/·Pawan K GoelPartnerMembership No. 072209UDIN: 21072209AAAAAD1564

ANNEXURE A

Statement al permlsslble capHal payment The amount of permissible capital payment towards buy-back of equity shares (including premium) in question as ascertained below has been property determined In accordance with Section 68(2) of the Companies Act, 2013 and the applicable provisions of Buyback Regulattons:

Particulars Amount ( t In Cra111)Al a■ Marci! 31 2020
8ta1dalone COnsolldllecl
Issued, subscrlb
4,510.14 4,510.14
Total- A 4,510.14 4,510.14
Free Reserves
Secu · Premium 0.27 0.27
General reserve 3,260.77 3,260.77
Retained Earnin s 34,082.81 38,479.47
Total- B 37,343.85 41,740.51
Total C= A+B 41,853.99 46,250.65
Maximum amount permissible for the Buy-back I.e. 10% of theaggregate fully paid-up equity share capital and free reservesursuant to Section 68 2 of the Act re ulr1n Board Resolution. 4,185.40 4.625.07
Amount proposed and approved by the Board of Directors forbuy-back in the meeting held on January 15, 2021 1 ,046.35
For and on behalf al lhe Board of Directors
Sd/· Sd/·
A.K.Trwari Manoi Jain
Director (Finance) Chairman & Managing Director
DIN: 07654612 DIN: 07556033
As per our report of 11¥en dale
For ASA & Associates LLP For A.R. & Co.
Chartered Accountants Chartered Accountants
Arm Registration No: 009571 N/N500006 Firm Registration No: 002744C
Sd/· Sd/·
Parvaen Kumar Pann K Goel
Partner Partner
Membership No. 08881 O Membership No. 072209
UDIN: 21 08881 0AAAAA0351 6 UDIN: 21072209AAAAAD1564
Place: New Delhi

Dale: 15 January 2021 Unquote

7. PROCESS AND METHODOLOGY TO BE ADOPTED FOR THE BUYBACK

  • 7.1 The Buyback is open to all Ellglble Shareholders of the Company holding Shares either in physical form ("Physical Shares") or In the dematerialized form ("Demat Sham") as on the Record Date as per the records made available to the Company by the Deposltortes/reglstrar.
  • 7.2 The Buyback shall be implemented by the Company using the "Mechanism for acquisition of shares through Stock Exchange' notified by SEBI vide circular no. CIR/CFD/POLICYCELL/1/2015 dated April 13, 201 5 and circular no. CFD/OCR2/CIR/P/2016/131 dated December 9, 2016 and in accordance with the procedure prescribed in the Companies Act and the Buyback Regulations and as may be determined by the Board �ncludlng the committee authorized to complete the formalities of the Buyback, the "Buyback Committee") and on such terms and conditions as may be permitted by law from time to time.
  • 7.3 For Implementation of the Buyback, the Company has appointed IDBI Capital Mar1<ets & Securities Limited as the registered broker to the Company (the ·company's Broker") through whom the purchases and settlements on account of the Buyback would be made by the Company. The contact details of the Company's Broker are as follows:

IDBI Capital Markets & Securities Limited

6th Floor, IDBI Tower, WTC Complex, Cuffe Parade, Mumbai • 400005

Contact Person: Ms. Charushila Parkar

1111 No.: +91 22 2217 1700 I Fu No.: +91 22 2215 1787;

Emall: [email protected] I WBbsne:www.idbicapitaJ.com SERI Registration Number: INZ000007237

Corporate Identity Number: U65990MH1993601075578

  • 7 .4 The Company will request NSE to provide a separate acquisition window to facilitate placing of sell orders by eligible Equity Shareholders who wish to tender Equity Shares in the Buyback. The details of the platform will be as specified by NSE from time to time. In the event Shareholder Broker(s) of Eligible Shareholder is not registered with NSE, then the Eligible Shareholders can approach any NSE registered stock broker and can register themselves by using quick unique cllent code ("UCC") facility through the NSE registered stock broker (after submitting all details as may be required by such NSE registered stock broker in compliance with applicable law). In case the Eligible Shareholders are unable to register using UCC facility through any other NSE registered broker, Eligible Shareholders may approach Company's Broker i.e., IDBI Caphal Markets & Securities Limited to place their bids.

  • 7.5 At the beginning of the tendering period, the order for buying Equity Shares will be placed by the Company through Company's Broker. Durtng the tendering period, the order for selllng the Equity Shares wlll be placed In the acquisition window by ellglble Equity Shareholders through their respective stock brokers

  • ("Shareholder Broker") during normal trading hours of the secondary market The Shareholder Broker can enter orders for Demat shares as well as Physical Shares.

  • 7.6 The reporting requirements for Non-Resident Shareholders under the Foreign Exchange Management Act, 1999 and any other rules, regulations, guidelines, for remittance of funds, shall be made by the Eligible Shareholder and/or the Shareholder Broker through which the Eligible Shareholder places the bid.

  • 7 .7 Modificatio,vcancellation of orders and multiple bids from a single Eligible Shareholder will be allowed during the tendering period of the Buyback. Multiple bids made by a single Eligible Shareholder for selling Equity Shares shall be clubbed and considered as ·one bid' for the purposes of acceptance.

  • 7 .8 The cumulative quantity tendered shall be made available on the website of NSE (www.nseindia.com) throughout the trading session and wlll be updated at specific Intervals during the tendering period.

7.9 Procedure to be fallowed by Equity Shareholders holdlng Equity Shares In the dematerialized form:

  • a. Eligible Shareholders holding Demat Shares who desire to tender their Equity Shares in 1he electronic form under the Buyback would have to do so through their respective Shareholder Broker by indicating to the concerned Shareholder Broker, the details of Equity Shares they intend to tender under the Buyback.
  • b. The Shareholder Broker would be required to place an order/bid on behall of the Shareholders who wish to tender Equity Shares in the Buyback using the acquisition window of the NSE. Before placing the order/ bid, the ellglble Shareholder would require 10 transfer the number of Equity Shares tendered to the special account of NSE Clearing Limited ("Clearing Corporation"/ "NCI:') specmcaJly created for the purpose of Buyback offer, by using the eariy pay in mechanism as prescribed by NSE or NCL prior to placing the bid by the Shareholder Broker. This shall be validated at the time of order/ bid entry.

The details of the special account shall be informed in the issue opening circular that will be issued by the NSE or the Clearing Corporation.

  • c. For custodian participant orders for Demat Shares, eariy pay-in is mandatory prior to confirmation of order/bid by custodians. The custodian shall either confirm or reject the orders nollater than the closing of trading hours on the last day of the tendering period (i.e. date of closing of the Buyback offer). Thereafter, all unconfirmed orders shall be deemed to be rejected. For all confirmed custodian participant orders, any order modification shall revoke the custodian confirmation and the revised order shall be sent to the custodian again for confirmation.
  • d. Upon placing the bid. the Shareholder Broker shall provide a Transaction Registration Slip ('TRS") generated by the stock exchange bidding system to the Eligible Shareholder on whose behaif the bid has been placed. rns will contain details of order submitted llke bid ID number, OP ID, cllent ID. Number of Demat Shares tendered etc.
  • e. In case of non-receipt of the completed tender form and other documents, but receipt of Equity Shares In the accounts of the Clearing Corporation and a valid bid In the exchange bidding system, the bid by such Equity Shareholder shall be deemed to have been accepted.

7.1 0 Procedure to be fallowed by equity Shareholders holding Equity Shares In Iha physlcal form:

  • a. In accordance with the SEBI circular no. SEBI/HD/CFD/CMD1/CIR/P/2020/144 dated July 31, 2020 the physical shareholders are allowed to tender their shares in the Buyback. However, such tendering shall be as per the provisions of the Buyback Regulations.

  • b. Eligible Shareholders who are holding Physical Shares and intend to participate in the Buyback will be required to approach their respective Shareholder Broker along with the complete set of documents for verfflcatlon procedures to be carried out before placement of the bid. Such documents wtll Include the (I) Tender Form duly signed by all Ellglble Shareholders (In case shares are In Joint names, In the same order in which they hold the shares), Oi) original share certificate(s), Oii) valid share transfer form(s){Form SH-4 duly filled and signed by the transferors o.e. by all registered Shareholders in same order and as per the specimen signatures registered with the Company) and duly witnessed at the appropriate place authorizing the transfer In favour of the Company, (Iv) sett-attested copy of PAN Card(s) of all Ellglble Shareholders, (v) any other relevant documents such as power of attorney, corporate authorization (including board resolutiorvspecimen signature), notarized copy of death certificate and succession certificate or probated will. if the original shareholder is deceased, etc., as applicable. In addition, if the address of the Eligible Shareholder has undergone a change f rom the address registered in the register of members of the Company, the Eligible Shareholder would be required to submit a self-attested copy of address proof consisting of any one of the following documents: valld Aadhar card, voter Identity card or passport.

  • c. Based on these documents, the concerned Shareholder Broker shall place an order/ bid on behalf of the Eligible Shareholders holding Equity Shares in physical form who wish to tender Equity Shares in the Buyback, using the Acquisition Window of NSE. Upon placing the bid, the Shareholder Broker shall provide a rns generated by the exchange bidding system to the Ellglble Shareholder. TRS wtll contain the details of order submitted like folio number, certificate number, distinctive number, number of Equity Shares tendered etc.

  • d. Ally Shareholder Broker/Ellglble Shareholder who places a bid for Physical Shares, Is required to deliver the original share certlflcate(s) and documents (as mentioned above) along with rns generated by exchange bidding system upon placing of bid, either by registered post, speed post or courier or hand delivery to the Registrar to the Buyback i.e. MCS Share Transfer Agent Umlted (at the address mentioned at paragraph 11 below) not later than 2 (two) days from the offer closing date. The envelope should be super scribed as "GAIL (India) Llmfted Buyback 2021 ". One copy of the rns will be retained by Registrar to the Buyback and It wlll provide acknowledgement of the same to the Shareholder Broker In case of hand delivery.

  • e. The Eligible Shareholders holding Physical Shares should note that Physical Shares will not be accepted unless the complete set of documents are submitted. Acceptance of the Physical Shares for Buyback by the Company shall be subject to ver11Icatton as per the Buyback Regulattons and any further dlrecttons issued in this regard. The Registrar to Iha Buyback will verify such bids based on Iha documents submitted on a daily basis and till such verification, NSE shall display such bids as 'unconfirmed physical bids'. Once Registrar to the Buyback confinms the bids, they will be treated as 'confirmed bids'.

  • f. In case any Eligible Shareholder has submitted Equity Shares In physical form for dematertallsatton, such Eligible Shareholders should ensure that the process of getting the Equity Shares dematerialised is completed well in time so that they can participate in the Buyback before the closure of the tendering period of the Buyback.

8. METHOD OF SETTLEMENT

Upon flnallzallon of Iba basis ol acceptance as per Buyback Regulallons:

  • 8.1 The Company will transfer the funds pertaining to the Buyback to the Company's Broker bank account, who will transfer the funds pertaining to the Buyback to the Clearing Corporation's bank account as per the prescribed schedule. For Equity Shares accepted under the Buyback, the Equity Shareholders will receive funds pay-out in their bank account from the Clearing Corporation.
  • 8.2 The Equity Shares bought back in the dematform would be transferred directly to the escrow account of the Company opened for the Buyback (the "Demit Escrow Account") provided it is indicated by the Company's Broker or It will be transferred by the Company's Broker to the Demat Escrow Account on receipt of Iha Equity Shares from the clearing and settlement mechanism of the NSE.
  • 8.3 The Eligible Shareholders of the Demat Shares will have to ensure that they keep the depository participant ("DP") account active and unblocked to receive credit in case of return of Equity Shares, due to rejection or due to non-acceptance.
  • 8.4 If the securttles transfer lnstructton Is rejected In the depository system, due to any Issue then such securttles will be transferred to the Shareholder Broker's depository pool account for onward transfer to the Shareholder. In case of custodian participant orders, excess Demat Shares or unaccepted Demat Shares, � any, will be returned to the respective custodian participant Excess Demat Shares or unaccepted Demat Shares, if any, tendered by the Eligible Shareholders would be returned to them by Clearing Corporation. Ally excess Physical Shares pursuant to proportionate acceptance/rejection will be returned back to the concerned Eligible Shareholders directly by the Registrar to the Buyback. The Company Is authorized to spilt the share certificate and Issue new consolidated share certtllcate for the unaccepted Physical Shares, in case the Physical Shares accepted by the Company are less than the Physical Shares tendered by the shareholder In the Buyback.
  • 8.5 In case of certain shareholders viz., NRls, non-residents etc. (where there are specific regulatory requirements pertaining to funds payout including those prescribed by the RBI) who do not opt to settle through custodians, the funds payout would be given to their respective Shareholder Broker's settlement accounts for releasing the same to such shareholder's account.
  • 8.6 The Shareholder Broker would issue contract note to the Eligible Shareholders tendeling Equity Shares in the Buyback. The Company's Broker would also Issue a contract note to the Company for the Equity Shares accepted under the Buyback.
  • 8.7 The settlements of fund obligation for Demat and Physical Shares shall be effected as per the SEBI circulars and as prescribed by NSE and Clearing Corporation from time to time. For Demat Shares accepted under the Buyback, such beneficial owners will receive funds payout in their bank account as provided by the depository system directly to the Clearing Corporatton and In case of Physical Shares, the Clearing Corporation will release the funds to the Shareholder Broker(s) as per secondary market payout mechanism. n such shareholder's bank account details are not available or if the funds transfer instruction is rejected by the Reserve Bank of India ("RBI")/ bank(s), due to any reasons, then the amount payable to the concerned shareholders will be transferred to the Shareholder Broker for onward transfer to such shareholders.
  • 8.8 Eligible Shareholders who intend to participate in the Buyback should consult their respective Shareholder Broker for any cost, applicable taxes, charges and expenses Qncluding brokerage) that may be levied by the Shareholder Broker for tende�ng Equity Shares In the Buyback {secondary market transactton). The Buyback consideration received by the selling Shareholders, in respect of accepted Equity Shares, could be net of such costs, applicable taxes, charges and expenses (including brokerage) and the Company accepts no responsibility to bear or pay such additional cost, charges and expenses (Including brokerage) Incurred solely by the selling Eligible Shareholders.
  • 8.9 The Equity Shares bought back will be extinguished in the manner and following the procedure prescribed in the Buyback Regulations and Companies Act.

9. RECORD DATE AND SHAREHOLDER ENTITLEMENT

9.1 As required under the Buyback Regulations, the Company has fixed Thursday, January 28, 2021 as the record dale {the "Record Date") for the purpose of determining the entitlement and the names of the shareholders, who are eligible to parttclpate In the Buyback.

In terms of applicable provisions of Companies Act and Listing Regulations, the Company has also fixed Thursday, January 28, 2021 as the record date for the purpose of determining the entitlement and names of the shareholders for the purpose of payment of Interim Dividend 2020-21.

9.2 The Equity Shares proposed to be bought back by the Company, as part of this Buyback Oller shall be divided in to two categories:

  • (a) reserved category for Small Shareholders (A "Small Shuehalder" Is defined In the Buyback Regulattons as a shareholder, who holds equity shares having market value, on the basis of closing prtce of the Equity Shares on the recognized stock exchange registering the highest trading volume in respect of such shares, as on record date, of not more than � 2,00,000 (Rupees Two Lakh Only)); and

  • (b) the general category for all other shareholders, and the entitlement of a shareholder In each category shall be calculated accordingly.

  • 9.3 In accordance with Regulation 6 of the Buyback Regulations, 15% {fifteen per cent) of the number of Equity Shares which the Company proposes to buy back, or number of shares entitled as per shareholding of Small Shareholders, whichever is higher, shall be reserved for the Sman Shareholders as part of this Buyback.

  • 9.4 On the basis of shareholding as on the Record Date, the Company will determine the entitlement of each shareholder to tender their Equity Shares In the Buyback. This entlttement for each shareholder will be calculated based on the number of Equity Shares held by the respective shareholder as on the Record Date and the ratio of Buyback applicable in the category to which such shareholder belongs. The final number of Equity Shares that the Company will purchase from each Ellglble Shareholder will be based on the number of Equity Shares tendered. Accordingly, the Company may not purchase all of the Equity Shares tendered by an Eligible Shareholder.

  • 9.5 In order to ensure that the same Eligible Shareholder with muttiple demat accounts.lfolios do not receive a higher en1itlement under the Small Shareholder category, the Equity Shares held by such Eligible Shareholder with a common PAN shall be clubbed together for determining the category {Small Shareholder or General Category) and the buyback enttttement. In case of Joint shareholding, the Equity Shares held In cases where the sequence of the PANs of the Joln1 shareholders Is Identical shall be clubbed together. In case of Eligible Shareholders holding Physical Shares, where the sequence of PANs is identical and where the PANs of all Joint shareholders are not available, the Registrar to the Buyback will check the sequence of the names of the Joint holders and club together the Equity Shares held In such cases where the sequence of the PANs and name of joint shareholders are identical. The shareholding of institutional investors like mutual funds, insurance companies, foreign institutional investors/foreign portfolio investors etc. with common PAN are not proposed to be clubbed together for determining their entitlement and will be considered separately, where these Equity Shares are held for differen1 schemes/sub-accounts and have a different demat account nomenclature based on Information prepared by the Registrar to the Buyback as per the shareholder records received from the Deposltortes. Further, the Equity Shares held under the category of "clearing members· or ·corporate body margin account" or ·corporate body - broker" as per the beneficial position data as on Record Date with common PAN are not proposed to be clubbed together for determining their entlttement and will be considered separately, Where these Equity Shares are assumed to be held on behatt of clients.

  • 9.6 After accepting the Equity Shares tendered on the basis of entitlement, the Equity Shares left to be bought back, � any, in one category shall first be accepted, in proportion to the Equity Shares tendered over and above their entitlement in the offer by shareholders in that category, and thereafter from shareholders who have tendered over and above their entitlement in other category.

  • 9.7 The Equity Shareholders' participation in the Buyback will be voluntary. The Equity Shareholders can choose to participate and get cash In lieu of Equity Shares to be accepted under the Buyback or they may choose to not participate and enjoy a resultant increase in their percentage shareholding, post Buyback, without additional investment. The Equity Shareholders may also accept a part of their entitlement The Equity Shareholders also have the optton of tendering additional shares (over and above their entttlement) and participate in the shortfall created due to non-participation of some other Equity Shareholders, ii at all.

  • 9.8 The maximum tender under the Buyback by any shareholder cannot exceed the number of Equity Shares held by the shareholder as on the Record Date.

  • 9.9 The Equity Shares tendered as per the entitlement by shareholders as well as additional shares tendered, if any, will be accepted as per the procedure laid down in Buyback Regulations.

  • 9.10 Detailed instructions for participation in the Buyback (tender of Equity Shares in the Buyback) as well as the relevant time table will be included in the Letter of Oller which will be sent through email along with the appllcatton form In due course to the Eligible Shareholders as on Record Date, Who have their email IDs

    • registered with the Company/ registrar and transfer agenV depository, however, on receipt of a request by Registrar to the Buyback Oller and Manager to the Buyback Oller to receive a copy of Letter of Offer in physical format from such Eligible Shareholder {to whom Letter of Oller and Tender Form were emailed), the same shall be sent physically. For all remaining Eligible Shareholders who do not have their email IDs registered with the Company/Registrar to the Buyback / depository, the Letter of Oller along with Tender Form will be sent physically.

10. COMPLIANCE OFACER

Shrt A. K. Jha, Company Secretary & Compliance Officer

GAIL {India) Limited

1 6, Bhikaiji Cama Place, R. K. Puram, New Delhi-110066

Tel: 01 1-26170740 I Fax: 01 1-26170740 I Email: [email protected] Investor may contact the Compiance Officer for any clarification or to address their grievances, if any, during office hours i.e. 10:00 a.m. I ST to 5:00 p.m. lST on all working days except Saturday, Sunday and public holidays.

11. REGISTRAR TO THE BUYBACK OFFER/ INVESTOR SERVICE CENTRE

In case of any query, the shareholders may contact the Registrar & Transfer Agent on any day except Saturday, Sunday and Public Holiday from 1 0:00 a.m. 1ST to 5:00 p.m. 1ST at the following address:

� U�S S'l1I

MCS Share Tl'ansler Aaent Umlted

F-65, 1st Aoor, Okhla Industrial Area, Phase-I, New Delhi-110020

Contact Person: Mr. AmarJlt Singh

Tel.: 011-41406149 1 Fax.: 011-41709881

Email: [email protected] I Website: www.mcsregistrars.com

SEBI Registration Number: INR0000041 08 I Yalidity Period: Permanent

CIN: U671 20WB2011 PLC165872

IDBI Capital Muk8ts & S1curitie1 Limited 6th floor, IDBI Tower, WTC Complex, Cuffe Parade, Mumbai 400 005 Tel No.: +91 22 221 7 1700 I Fu No.: +91 22 2215 1787;

Contact Person: Sumi! Singh Email: gail.buyback2021 @idbicapital.com I Websile: www.idbicapilal.com

SEBI Registration Number: INM000010866 I Valldlly Period: Permanent

CorporalIdentity Number: U65990MH1993GOI075578

13. DIRECTORS' RESPONSIBILITY

'As per Regulation 24(i)(a) of the Buyback Regulations, the Boartl of Directors of the Company accepts lull responslblllty for the lnformi!Uon contained In this Public Announcement and confirms that the Information In this Public Announcement contain true, factual and material informi!Uon and shall not contain any misleading informi!Uon.' For and on beha� of the Board of Directors of GAIL (lndla) Umlted

Sd/- Sd/-A. K. Jha
Director (Finance) & CFO(DIN: 07654612) Company Secretary &Compliance Officer(M. Number: ACS18644)
Date: January 18, 2021
A.K. Tlwa�
PUBLIC NOTICE� Oracle Financial Services Software LimitedNonce Is hereby given that, Mrs. LaxmlbalVenkatrao Ohurve the joint owner with Mr.Regd. Office: Oracle Park, Off Weslem Express Highway,Veood1110 Jagannath OhuM of Flat No. A,'404l Sift Pa/king No.3, Anita Bldg.No.12 CHS Ud.,Goregaon (East), Mumbai - 400 063Lokhaoowala Towr,stip, Akurli Road, Kanclvl (E),Tel: +91 22 6718 30DO Fax: +91 22 6718 3001Mumbai 400 101 expired on 22110/2020. NowMr.VericabaO Jagamath llhurve haa claimed theCIN: L72200MH1 989PLC053666share ol fle deceased and applied fD the society.Website: www.oracle.com/linancialservicesWe hnby Invite clams or o�edloos f11111the heirE-mail: [email protected]or heirs or other claimant or cleinanfslotjector orolljectors lothe transfer of f1e said shares andNOTICEI-ofthe deceased menter In the capllall15 (fifteen)propertyal the sodely within a period olNotice is hereby given that a meeting of the Board of Directorsdays lrcrn the publication of this notice 'Mfh ooplesof the Company will be held on Thursday, January 28, 2021 toof sucn dOaJments and olller proofs In supportof hislherllheir claims/objections fur transfer ofconsider and approve, inter a/ia, unaudited standalone andsheres and I- of the deceased member Inconsolidated financial results for the quarter and nine monthsthe capllal'prq,erty of the society. If no clains'ended December 31 , 2020.objections are received within the periodprescribed aoove, the society shall be free toToe notice given by lhe Company to the Stock Exchanges in thisdeal with the shaM and interest of the deceasedme-In the capital/properly cl the aoclety Inregard may be accessed on the Company's website atsuch manner aa la prowled undar the bye lawswww.oracle.com/linancialservices and on the Stock Exchangeof the society.websites at www.nseindia.com (National Stock Exchange ofDated on this 19th day cl Jarua,y 2021 at fv\urElliIndia Limited) and www.bseindia.com (BSE Limited).LEGAL REMEDIESFor Oracle Flnanclal Services Software UmltedADVOCATES, HIGH COURTOFFICE N02, GROUND FLOOR,SHANTI NIWAS CHS LTD, Bl.DG.N0.1MumbaiOnkarnath BanerjeePATB. ESTATE, C.P. ROAD,Company Secretary & CompllanceOfflcer_,jj,,January 1 8, 2021KANDIVLl(E), MUMBAI 400 101Cell: 9892276126/9619115212/9819502415 e--�Gujarat Informatics LimitedG I LBlock no. 2, 2nd Floor, Karm1Y01l Bhavan, Sector 10 A,EnalllqGandhlnapr-382010 (Gujarati Ph. : 07S-23256022, Fax: 079-23238925NOTICE FOR INVITING BIDSGIL invites bids through E-tendering for Bid for Selection ofAgency for Drone/ UAV Technology Based Surveillance forProject Progress Monitoring on behalf of va rious GovernmentOffices of Gujarat (Tender No. HWT19012021629).Interested parties may visit http://www.gll.gujarat.gov.ln orhttps://www.gil.nprocure.com for eligibility criteria & moredetails about the bids.- Managing Director Nidhi G ranites LimitedCIN NO: L51 900MH1981 PLC025677Regd. Office:9, Popat Bapa Shopping Centre, 2nd Floor Station Road,Santacruz (West), Mumbai 400054Email: pushpraj0201 @gmail.com , Tel No: 022 2648 5481 / 2649 1040Website: w ww.nidhigranites.comBes.12mmenda1i12ns 12f 1be C12mmiUee 12f ladei;ienden1 Dices.112cs UDCl 12f l::lidbi�caaite11 L1d ("IC"l 120 tbe Qpen Qffec ("Qffec"l made bl£ Mc. Darpan Sbab 112ge1berl!tiib Mr Deiian eaa1ba as eerssia As.ting ia C12as.ea l!titb tbe As.siYicec 112 tbei;iublis. sbaceb12ldecs 12f tbe Tocge1 C12m12aal£ undec Begulati12a Z§(Zl 12f s1;�1(S1,1bstaa1ial As.i;i1,1isi1i12a 12f Sbares and Tolse12iiecsl Besiula1i120s, Z!Ul
THE GREAT EASTERN SHIPPING CO. LTD.Regd. Offlc:e: Ocean House, 134--A, Dr. A.B. Road, Wo�i, Murnbai-400018CIN NO. : l.35110MH1948PLC006472Tel. No. : +91 (22)66613000; Fax No. : +91 (22) 24925900�No1ice is hereby given pursuant to Regulation 47 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations,2015 that a meeting of the Board of Directors of the Company willbe held on Friday, January 29, 2021 lnter-alla, to take on recordthe unaudited financial results (provisional) of the Company forthe quarter ended December 31, 2020. 1. Date2. Name of the Target Company Nidhi Granites Limited(TC)to TC 19th January 20213. Details of the Oller pertaining Offer for acquisition of up to 1,95,000 fully paid up equity shares of face value of Rs10/- each C'Equity Shares") representing 26% of the fully diluted voting equity sharecapital of the Target Company by the Acquirers and the Persons Acting in Concert("PACs") (as defined below) under Regulations 3(1) and 4 of the SEBI (SubstantialAcquisition of Shares and Takeovers) Regulations, 2011. (SEBI (SAST) Regulations").The Public Announcement dated November 1 9. 2020 (the "PA'), Detailed PublicStatement published on November 26, 2020 (the 'DPS"), Draft Letter of Offer datedDecember 04, 2020 (the "DLoF"') and Letter of Offer dated January 08, 2021 (the"LoF") have been issued by Pantomath Capital Advisers Private Limited, the Managerto the Open Offer on behalf of Mr. Darpan Shah ("Acquirer") together with Mr. DevanPandya ("Person Acting in concert").
business-standard.com These details are also available on the Bombay Stock Exchangewebsite (UAL: www.bseindia.com/corporates), the National StockExchange website {URL: www.nseindia.com/corporates) and on theCompany website {URL: www.greatship.com/press_releases.html).For The Great Eastern Shipping Co. Lid.Sd/­ 4.5. Name(s) of the acquirer and Acquirers:PAC with the acquireroffer 1) Mr. Darpan ShahP/lCs.1) Mr. Devan PandyaName of the Manager to the Pantomalh Capital Advisors Private ltd406-408, Keshava Premises, Behind Family Court, Bandra Kurla Complex, Bandra East-400051.

GAI L (INDIA) LIMITED

(A Government of India Undertaking-A Maharatna Company)

CIN: L40200DL 1 98460!018976

Registered & Corporate Office: 1 6, Bhikaiji Gama Place, R. K. Puram, New Delhi - 1 1 0066 Contact Person: A. K. Jha, Company Secretary & Compliance Officer Tel: 01 1-261 707 40, Fax: 01 1 -261707 40 I E-mail: [email protected] I Website: www.gailonline.com

PUBLIC ANNOUNCEMENT FOR THE ATTENTION OF EQUITY SHAREHOLDERS/ BENEFICIAL OWNERS OF EQUITY SHARES OF GAIL (INDIA) LIMITED FOR BUYBACK OF EQUITY SHARES THROUGH TENDER OFFER UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (BUY-BACK OF SECURITIES) REGULATIONS, 201 8, AS AMENDED

This Public Announcement (the "Public Announcement") is being made pursuant to the provisions of Regulation 7(i) and other applicable provisions of the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended (the "Buyback Regulallons") for the time being in force including any statutory modifications and amendments from time to time and contains the disclosures as specified in Schedule II of the Buyback Regulations read with Schedule I of the Buyback Regulations.

CASH OFFER FOR BUYBACK NOT EXCEEDING 11,97,56,641 {SIX CRORE NINETY SEVEN LAKH FIFTY SIX THOUSAND SIX HUNDRED FORTY ONE) FULLY PAID UP EQUITY SHARES OF FACE VAWE OF f 1 0/· EACH AT A PRICE OF f 150/• (RUPEES ONE HUNDRED RFTY ONLY) PER FULLY PAID UP EQUITY SHARE ON A PROPORTIONATE BASIS THROUGH THE TENDER OFFER ROUTE

1. DETAILS OF THE BUYBACK OFFl:R AND OFFER PRICE

  • 1.1 The board of directors (the "Board") of GAIL Ondia) Limited C'GAIL" / "Company") passed a resolution on January 15, 2021 ("Board Meeting") to approve the proposal of buyback of fully paid-up equity shares of face value of f 10 each ("Shares" or "Equity Shares") of the Company not exceeding 6,97.56,641 (Six Crore Ninety Seven Lakh Fifty Six Thousand Six Hundred Forty One) Equity Shares from the equity shareholders/ beneficial owners of Equity Shares (the "Equity Shareholders• / "Shareholders") of the Company Oncluding persons who become the shareholders, by cancelling Global Depository receipts ("GDR") held by them and receiving the underlying Equity Shares) as on Thursday, January 28, 2021 (the "Record Date") (for further details In relation to Record Date, refer to Paragraph 9 of this Public Announcement). on a proportionate basis, through tender offer route (the "Buyback" / "Buyback Oller") at a price of f 150/· (Rupees One Hundred Atty Dnly) per Equity Share ("Buyback Price" / "Buyback Oller Price") payable in cash, for an aggregate maximum consideration not exceeding f 1 ,046.35 Crore (Rupees One Thousand Forty Six Crore Thirty Five Lakh Only) excluding the transaction costs viz. brokerage, advisor's fees, intermediaries fees, public announcement publication fees, filing fees, turnover charges, applicable taxes, inter-alla, buyback taxes, securities transaction tax, goods and services tax, stamp duty and other incidental and related expenses (the "Buyback Oller Size"). The Buyback Offer Size represents 2.50% and 2.26% of the aggregate of the Company's paid-up capital and free reserves as per the audited standalone and consolidated financial statements of the Company, respectively for the financial year ended March 31, 2020. The Buyback is subject to receipt of any approvals, permissions and sanctions of statutory, regulatory or governmental authorities as may be required under applicable laws including but not limited to Securities and Exchange Board of India ("SEBI"), BSE Limited (the "BSE") and National Stock Exchange of India Limited (the "NSE" together with BSE, the "Slack E1changes") where the Equity Shares of the Company are listed.
  • 1.2 The Buyback Is In accordance wtth the provisions of Section 68, 69, 70 and all other applicable provisions, ij any, of the Companies Act, 2013, as amended, the Companies (Share Capital and Debentures) Rules, 2014, as annended, and other relevant rules made thereunder, each as amended from time to time (the "COmpanlas Act"), and in accordance with Article 58 of the Articles of Association of the Company, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as annended (the "Listing Regulations") and subject to the provisions of the Buyback Regulations and such other approvals, permissions as may be required from time to time from the Stock Exchanges where the Equity Shares of the Company are listed and from any other statutory and/or regulatory authority, as may be required and which may be agreed to by the Board and/or any committee thereof. The Buyback would be undertaken in accordance with SEBI circular bearing number CIR/CFD/POLICYCELLJ1/2015 dated April 1 3, 2015 and circular no. CFO/DCR2/CIR/P/2016/131 dated Oecember 09, 201 6 (the "SEBI Circulars"), which prescribes the mechanism for acquisition of shares through stock exchange. In this regard, the Company wlll request NSE to provide the acquisition window. For the purpose of this Buyback, NSE would be the Designated Stock Exchange.
  • 1.3 The Buyback Offer Size represents 2.50% and 2.26% of the aggregate of the fully paid-up equity share capital and free reserves as per the audtted standalone and consolidated financial statements of the Company, respectively for the financial year ended March 31, 2020 (the last audited standalone and consolidated financial statements available as on the date of the Board Meeting approving the Buyback) and is within the statutory limits of 10% of the aggregate of the fully paid-up equity share capital and free reserves under the Board of Directors approval route as per the provisions of the Companies Act. Further, since the Company proposes to buyback up to 6,97,56,641 (Six Crore Ninety Seven Lakh Fifty Six Thousand Six Hundred Forty One) Equity Shares representing 1.55% of the total number of Equity Shares in the total paid-up share capital of the Company, the same is within the 25% limit as per the provisions of the Companies Act
  • 1.4 The maximum amount required by the Company for the said Buyback aggregating to f 1 ,046.35 Crore (Rupees One Thousand Forty Six Crore Thirty Five Lakh Only) is within the permitted limits. The funds for the Buyback will be met out of internally generated cash resources of the Company. The Company confirms that as required under Section 68(2)(d) of the Companies Act and Regulation 4(ii) of the Buyback Regulations, the rauo of the aggregate of secured and unsecured debts owed by the Company shall not be more than twice the fully paid-up share capital and free reserves after the Buyback.
  • 1.5 The Buyback Offer Price of f 150/- (Rupees One Hundred Atty Only) per Equity Share has been arrived at after considering various factors such as the average closing prices of the Equity Shares on the Stock Exchanges where the Equity Shares of the Company are listed, the net-worth of the Company and the impact of the Buyback on the key financial ratios of the Company. The Buyback Offer Price of f 1 50/- (Rupees One Hundred Fifty Only) per Equity Share represents (I) a premium of 44.65% on BSE and 41.14% on NSE over the volume weighted average prtce of the Equity Shares on BSE and NSE, respectively for 26 weeks preceding the Board Meeting date; (IQ a premium of 1 0.13% on BSE and 10.28% on NSE over the volume weighted average price of the Equity Shares on BSE and NSE, respectively for 2 weeks preceding the Board Meeting date; (iii) a premium of 10.54% on BSE and 10.54% on NSE over the closing price of the Equity Shares on BSE & NSE, respectively as on the date of intimation to BSE & NSE for the Board Meeting to consider the proposal of the Buyback.
  • 1.6 The Buyback shall be on a proportionate basis from all the Equity Shareholders of the Company through the "Tender Oller" route, as prescribed under Regulation 4(1v)(a) of the Buyback Regulations. Please see paragraph 9 below for details regarding Record Date and share entitlement for tender In the Buyback.
    1. 7 A copy of this Public Announcement Is available on the Company's website (www.gallonllne.com) and Is expected to be available on the website of SEBI (www.sebi.gov.ln) during the period of the Buyback and on the website of Stock Exchanges (www.bseindia.com) and (www.nseindia.com).

2. NECESSITY FOR BUY BACK

The Buyback would help In optimization of the caphal structure and Improving return on equity by reduction in the equity base, thereby leading to long term increase in shareholders' value.

Further, the Buyback, which is being implemented through the Tender Offer route as prescribed under the Buyback Regulations, would involve allocation of higher of number of shares as per their entitiement or 15% of the number of shares to be bought back, reserved for the small shareholders. The Company believes that this reservation of 1 5% for small shareholders would benefit a large number of public shareholders, who would get classified as •small shareholder'.

3. DETAILS OF PROMOTER SHAREHOLDING

3.1 The aggregate shareholding of the Promoter, as on the date of the Board Meeting i.e. Friday, January 1 5, 2021 is given below:

:0 N1m1 al Ille shlnllllldln Na. al Ell■ltyShir• 111ld Na. al Equly 111 Hidin dllllllllrillind lann
President of India actingthroughMinistryofPetroleum and Natural Gas,Government of India* 2,33,44,49,987 2,33,44,49,987 51.76%
Total Z,33 44,49,987 2,33,44,49,987 51.76�

(Out of Total Shaleholding of Government of India, 2, 122 shares related to Offer for Sale- 2004 and Bonus shares thereon are pending for Cl'Bdit due to nan-availability of shareholders =ct details)

  • 3.2 No shares or other specified securttles In the Company were efther purchased or sold by the Promoter during a period of six months preceding the date of the Board Meeting at which the Buyback was approved.
  • 3.3 In terms of the Buyback Regulations, under the Tender Offer route, the promoter and promoter group of the Company have an option to participate in the Buyback. In this regard, the Promoter as listed in paragraph 3.1 above has expressed their intention, vide their letter dated January 18, 2021 to participate in the Buyback and tender up to such extent that the minimum shareholding of the Promoter post buyback remains at least 51 .00% of the post buyback equity share capital of the Company in compliance with the Buyback Regulations.
  • 3.4 Since the entire shareholding of the Promoter is in the demat mode, the details of the date and price of acqulsltlo,v sale of entire Equity Shares that the Promoter has acquired/sold till date as per the Information provided by the Promoter vlde Its letter dated January 18, 2021 are set-out below:
CU11dlr Year al'hnndon No. al E lly111 Ac"IIIUan/ BIiiColslderlllonln crar■1 Nature al Tr1nactlon/CG11lderlllon
1984 11 0.001 1
6,000 0.6
3,989 0.3989
1985 83,300 8.33
416,700 41.67
500,000 50
800,000 80
1986 1,023,500 102.35
934,400 93.44
2.340,000 234
1987 1,600,000 160
695,300 69.53
1988 50,000 5
1995 845,320,000 845.32 Stock spltt was approved at the Extra-OrdinaryGeneral Meeting of the Company held on June 1 2,1995, resulting in each Equity Shares of {1000/·being sub-divided into 1 00 Equity Shares of f 10
28,529,025 192.09 Disinvestment through private placement in thedomestic market
30.609,600 1 83.65 Disinvestment through prtvate placement In thedomestic market
1999 81,679,098 490.07 Sale of shares to Indian Oil Corporation Limitedand to the Oil and Natural Gas CommissionLimited
135.000,000 945.00 Disinvestments through GDR Mechanism
2004 84,565,160 1629.43 Disinvestment through offer for sale
2008 242,468,558 NIL Bonus Issue
2014 15.672,024 533.14 Disinvestment throu h ETF
2015 37,819 NIL Disinvestment throu h CPSE ETF as Bonus Units
1 5.315,380 659.17 Disinvestment throu h CPSE ETF as Bonus Units
232,126,817 NIL
2017 7,855,657 285.15 Disinvestment throu h CPSE ETF as Bonus Units
14,240,519 620.53 Disinvestment throu h Bharat ETF-22
302,1 37,031 NIL Bonus Issue
2018 11,675,668 387.34 Disinvestment throu h Bharat ETF-22
2019 19,843,41 0 586.80 Disinvestment throu h Bharat ETF-22
1 ,1 77,029,046 NIL Bonus Issue
19,610,227 251 .07 Disinvestment throu h Bharat ETF-22

4. NO DEFAULTS

The Board confirms that the Company has not delaufted in the repayment of the deposits accepted etther before or after the commencement of the Companies Act, Interest payment thereon, redemption of debentures or preference shares or payment of dividend to any shareholder or repayment of any term loan or interest payable thereon to any financial Institution or banking company.

5. CONFIRMATION BY THE BOARD OF DIRECTORS

  • The Board has confirmed on the date of Board Meeting (I.e. January 15, 2021) that It has made full enquiry into the affairs and prospects of the Company and has formed an opinion that
  • a) Immediately following the date of the Board Meeting, there wlll be no grounds on which the Company could be found to be unable to pay its debts;
  • b) As regards the Company's prospects for the year immediately following date of the Board Meeting and having regard to the Board's Intentions with respect to the management of Company's business durtng that year and to the amount and character of the financial resources which will in the Board's view be available to the Company durtng that year. the Company wlll be able to meet Its liabilities as and when they fall due and will not be rendered insolvent within a period of one year from that date of Board Meeting; and
  • c) In forming the opinion, the Board has taken Into account the llabllltles as � the Company were being wound up under the provisions of the Companies Act, 1 956 or Companies Act, 2013 or Insolvency and Bankruptcy Code 2016, as the case may be, including prospective and contingent liabilities.
    1. REPORT BY THE COMPANY'S STATUTORY AUDITOR
  • The text of the report dated January 15, 2021 received from ASA & Associates LLP, Chartered Accountants and A.A. & Co., Chartered Accountants, the Joint Statutory Audftors of the Company addressed to the Board of Directors of the Company is reproduced below:

Quote

AudHors' Report on buy back al sham pursuant to the requirement of the Companies Act, 2013, 11 amended (the "Act") and Clause (11) of Schedule I to the SecurHles and &change Board of lndla (Buy -lllc:k of Securities) Regulations, 2018, as amended (the "Buyb1ct Regul11ion1")

To, The Board of Directors,

GAIL (lndla) Limited

1 6, Bhikaiji Canna Place New Delhi - 110066.

    1. This Report is issued in accordance with the terms of our engagement dated January 1 5, 2021.
    1. We have been engaged by GAIL (India) Limited (the "Company") to perform a reasonable assurance engagement on determination of the amount of permissible capital payment in connection with the proposed buy back by the Company of its equity shares in pursuance of the provisions of Section 68 and 70 of the Act and the applicable provisions of the Buyback Regulations.
    1. The management of the Company has prepared the accompanying Annexure A Statement of permissible capital payment as on March 31, 2020 (the "Slatamenl") pursuant to the proposed buyback of equity shares approved by the Board of Directors of the Company ("Board of Dlrecton") at their meeting held on January 15, 2021, in accordance with the provisions of sections 68, 69 and 70 of the Act and the Buyback Regulations. The Statement contains the computation of amount of permissible capital payment towards buyback of equity shares in accordance with the requirements of section 68(2) of the Act and tile applicable provisions of the Buyback Regulations and based on the latest audited standalone and consolidated financial statements for the year ended March 31, 2020. We have Initialed the Statement for ldentlflcaUon purposes only.

Board of Directars Responsibility for Illa Statement

    1. The preparation of the statement In accordance with Section 68(2) of the Act and In compliance of the Buyback Regulations determining the amount permissible to be paid for the buyback is the responsibility of the Board of Directors of the Company. Including preparation and maintenance of all accounting and other relevant supporting records and documents. This responsibility includes the design, implementation and maintenance of Internal control relevant to the preparation and presentation of the Statement and applying an appropriate basis of preparation; and making estimates that are reasonable in the circumstances.
    1. The Board of Directors are responsible to make a full Inquiry Into the affairs and offer document of the Company and to form an opinion that the Company will be able to pay its debts from the date of board meeting and will not be rendered insolvent within a period of one year from the date of board meeting at which the proposal for buyback was approved by the Board of Directors of the Company and In forming the opinion, they have taken into account the liabilities (including prospective and contingent liabilities) as if the Company were being wound up under the provisions of the Act or the Insolvency and Bankruptcy Code 201 6. Further, a declaration is required to be signed by at least two directors of the Company in this respect in accordance with the requirements of the section 68(6) of the Act and the Buyback Regulations.

AudHor's R•ponslbllity

    1. Pursuant to the requirements of the Buyback Regulations, it is our responsibility to provide reasonable assurance on the followlng "Reporting Criteria':
    • (ij Whether the amount of capital payment for the buy-back as stated in Annexure A has been determined considering the audited standalone and consolidated financial statements for the year ended March 31 , 2020 and is within the permissible limit and computed in accordance with the provisions of Section 68(2) of the Act and the applicable provisions of the Buyback Regulations;
    • (iij Whether the Board of Directors in their meeting held on January 1 5, 2021 have formed their opinion, as specified in Clause (X) of Schedule I to the Regulations, on reasonable grounds that the Company having regard to its state of affairs will not be rendered insolvent within a period of one year from date of the board meeting; and
    • (llij Whether we are aware of anything to Indicate that the opinion expressed by the Directors In the
  • declaration as to any of the matters mentioned in the declaration is unreasonable in circumstances as at the date of declaration.

    1. The standalone and consolidated financial statements for the year ended March 31, 2020 have been audited by us on which we Issued an unmodified audit opinion vlde our report dated June 24, 2020. Our audits of these financial statements were conducted in accordance with the Standards on Auditing as specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India ("ICAI"). Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
    1. We conducted our examination of the Statement In accordance with the Guidance note on Audit Reports and Certificates for Special Purposes issued by ICAI ("Guidance Nate"). The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics Issued by ICAI.
    1. We have complied with the relevant applicable requirements of the Standard on Quality Control (SOC) 1 , Quality Control for Firms that Perform Audits and Reviews of Historical Ananclal Information, and Other Assurance and Related Services Engagements.
  • 1 0. A reasonable assurance engagement Involves performing procedures to obtain sufficient approprtate evidence on the reporting criteria mentioned in paragraph 6 above. The procedures selected depend on the audttor's judgement, including the assessment of the risks associated with the Reporting Criteria.

  • We have performed the following procedures in relation to the Statement:

    • ij We have inquired into the state of affairs of the Company in relation to its audited standalone and consolidated financial statements for the year ended March 31, 2020 and the limited review standalone and consolidated financial resuns for the six months period ended September 30, 2020;
    • ii) Examined authorization for buy back from the Articles of Association of the Company. approved by Board of Directors in its meeting held on January 15, 2021 ;
    • iii) Examined that the amount of capital payment for the buy-back as detailed in Annexure A is within permissible limit computed in accordance with section 68(2) of the Act and the applicable provisions of the Buyback Regulations;
    • iv) Examined that the ratio of debt owned by the Company, is not more than twice the capital and its free reserve after such buy-back;
    • v) Examined that all shares for buy-back are fully paid-up;
    • vi) Examined resolutions passed in the meetings of the Board of Directors;
    • vii) Obtained necessary representations from the management of the Company.
  • Opinion

    1. Based on our examination as above, and the information and explanations given to us, in our opinion,
    • (i) the Statement of permissible capital payment towards buyback of equity shares, as stated in Annexure A, Is In our view property determined In accordance with Section 68 of the Act and the applicable provisions of the Buyback Regulations; and
    • (II) the Board of Directors, In their meeting held on January 15, 2021 . have formed the opinion, as specified in clause (x) of Schedule I of the Regulations, on reasonable grounds, that the Company will not, having regard to Its state of affairs, be rendered Insolvent within a period of one year from date of board meeting and we are not aware of anything to indicate that the opinion expressed by the Directors in the declaration as to any of the matters mentioned in the declaration is unreasonable in circumstances as at the date of declaration.

Restriction on Use

1 2. The report Is addressed to and provided to the Board of Directors of the Company solely for the purpose of enabling it to comply with the aforesaid requirements and to include this report, pursuant to the requirements of the Buyback Regulations, (a) In the public announcement to be made by the Company, (b) In the draft letter of offer and letter of offer to be filed with the Securities and Exchange Board of India, the stock exchanges, the Registrar of Companies as required under the Regulations, the National Securities Depository Limited, the Central Deposttory Securities Qndia) Limited and (c) providing to the parties including manager to the offer in connection with buyback and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands It may come without our prior consent in writing. We have no responsibility to update this report for events and circumstances occurring after the date of this report.

For ASA & Associates LLP For A.R. & Co.
Chartered Accountants Chartered Accountants
Arm Registration No: 009571 N/N500006 Firm Registration No: 002744C
Sd/· Sd/·
Parveen Kumar Pawan K Goel
Partner Partner
Membership No. 08881 O Membership No. 072209
UDIN: 21 088810AAAAA0351 6 UDIN: 21072209AAAAAD1564
Place: New DelhiDate: 15 January 2021

ANNEXURE A

Statement of permlsslble capHal payment The amount of permissible capital payment towards buy-back of equity shares (including premium) in question as ascertained below has been property determined In accordance with Section 68(2) of the Companies Act, 2013 and the applicable provisions of Buyback Regulattons:

Particulars Amount ( t In CrvrN)Al a■ Marci! 31 2020
8ta1dalone CGnsolldatad
Issued, subscrlb
4,510.14 4,510.14
Total- A 4,510.14 4,510.14
Free Reserves
Secu · Premium 0.27 0.27
General reserve 3,260.77 3,260.77
Retained Earnin s 34,082.81 38,479.47
Total- B 37,343.85 41,740.51
Total C= A+B 41,853.99 46,250.65
Maximum amount permissible for the Buy-back I.e. 10% of theaggregate fully paid-up equity share capital and free reservesursuant to Section 68 2 of the Act re ulrin Board Resolution. 4,185.40 4.625.07
Amount proposed and approved by the Board of Directors forbuy-back in the meeting held on January 15, 2021 1 ,046.35
Far and on behalf of the Board of Directors
Sd/· Sd/·
A.K.Trwari Manoi Jain
Director (Finance) Chairman & Managing Director
DIN: 07654612 DIN: 07556033
As per our reporl Df 11¥an dale
For ASA & Associates LLP For A.R. & Co.
Chartered Accountants Chartered Accountants
Arm Registration No: 009571 N/N500006 Firm Registration No: 002744C
Sd/· Sd/·
Parveen Kumar Pann K Goel
Partner Partner
Membership No. 08881 O Membership No. 072209
UDIN: 21 08881 0AAAAA0351 6 UDIN: 21072209AAAAAD1 564
Place: New Delhi

Data: 15 January 2021 Unquote

7. PROCESS AND METHODOLOGY TO BE ADOPTED FOR THE BUYBACK

  • 7.1 The Buyback is open to all Eligible Shareholders of the Company holding Shares either in physical form ("Physical Shares") or In the dematerialized form ("Demat Sham") as on the Record Date as per the records made available to the Company by the Deposltortes/reglstrar.
  • 7.2 The Buyback shall be implemented by the Company using the "Mechanism for acquisition of shares through Stock Exchange· notified by SEBI vide circular no. CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015 and circular no. CFD/DCR2/CIR/P/2016/131 dated December 9, 2016 and in accordance with the procedure prescribed in the Companies Act and the Buyback Regulations and as may be determined by the Board �ncludlng the committee authorized to complete the formalities of the Buyback, the "Buyback Committee") and on such terms and conditions as may be permitted by law from time to time.
  • 7.3 For Implementation o1 the Buyback, the Company has appointed IDBI Capital Mar1<ets & Securttles Limited as the registered broker to the Company (the ·company's Broker") through whom the purchases and settlements on account of the Buyback would be made by the Company. The contact details of the Company's Broker are as follows:

IDBI Capital Markets " Securities Limited

6th Floor, IDBI Tower, WTC Complex, Cuffe Parade, Mumbai • 400005

Contact Person: Ms. Charushila Parkar

TIii No.: +91 22 2217 1700 I Fu No.: +91 22 2215 1787;

Emall: [email protected] I WBbsna:www.idbicapitaJ.com SERI Registration Number: INZ000007237

Corporate Identity Number: U65990MH1993GOI075578

  • 7 .4 The Company will request NSE to provide a separate acquisition window to facilitate placing of sell orders by eligible Equity Shareholders who wish to tender Equity Shares in the Buyback. The details of the platform will be as specified by NSE from time to time. In the event Shareholder Broker(s) of Eligible Shareholder is not registered with NSE, then the Eligible Shareholders can approach any NSE registered stock broker and can register themselves by using quick unique client code ("UCC") facility through the NSE registered stock broker (after submitting all details as may be required by such NSE registered stock broker in compliance with applicable law). In case the Eligible Shareholders are unable to register using UCC facility through any other NSE registered broker, Eligible Shareholders may approach Company's Broker i.e., IDBI Caphal Markets & Securities Limited to place their bids.

  • 7.5 At the beginning of the tendering period, the order for buying Equity Shares will be placed by the Company through Company's Broker. Durtng the tendering period, the order for selllng the Equity Shares wlll be placed In the acqulsltton window by eligible Equity Shareholders through their respective stock brokers

  • ("Shareholder Broker") during normal trading hours of the secondary market The Shareholder Broker can enter orders for Demat shares as well as Physical Shares.

  • 7.6 The reporting requirements for Non-Resident Shareholders under the Foreign Exchange Management Act, 1999 and any other rules, regulations, guidelines, for remittance of funds, shall be made by the Eligible Shareholder and/or the Shareholder Broker through which the Eligible Shareholder places the bid.

  • 7 .7 Modificatio,vcancellation of orders and multiple bids from a single Eligible Shareholder will be allowed during the tendering period of the Buyback. Multiple bids made by a single Eligible Shareholder for selling Equity Shares shall be clubbed and considered as ·one bid' for the purposes of acceptance.

  • 7 .8 The cumulative quantity tendered shall be made available on the website of NSE (www.nseindia.com) throughout the trading session and wlll be updated at specific Intervals during the tendering period.

7.9 Procedure lo be fallowed by Equity Shareholders holdlng Equity Shares In the dematerialized form:

  • a. Eligible Shareholders holding Demat Shares who desire to tender their Equity Shares in the electronic form under the Buyback would have to do so through their respective Shareholder Broker by indicating to the concerned Shareholder Broker, the details of Equity Shares they intend to tender under the Buyback.
  • b. The Shareholder Broker would be required to place an order/bid on behaif of the Shareholders who wish to tender Equity Shares in the Buyback using the acquisition window of the NSE. Before placing the order/ bid, the ellglble Shareholder would require to transfer the number of Equity Shares tendered to the special account of NSE Clearing Limited ("Clearing Corporation"/ "NCI:') specmcaJly created for the purpose of Buyback offer, by using the eariy pay in mechanism as prescribed by NSE or NCL prior to placing the bid by the Shareholder Broker. This shall be validated at the time of order/ bid entry.

The details of the special account shall be informed in the issue opening circular that will be issued by the NSE or the Clearing Corporation.

  • c. For custodian participant orders for Demat Shares, eariy pay-in is mandatory prior 10 confirmation of order/bid by custodians. The custodian shall either confirm or reject the orders nollater than the closing of trading hours on the last day of the tendering period (i.e. date of closing of the Buyback offer). Thereafter, all unconfirmed orders shall be deemed to be rejected. For all confirmed custodian participant orders, any order modification shall revoke the custodian confirmation and the revised order shall be sent 10 the custodian again for confirmation.
  • d. Upon placing the bid. the Shareholder Broker shall provide a Transaction Registration Slip ('TRS") generated by the stock exchange bidding system to the Eligible Shareholder on whose behaif the bid has been placed. rns will contain details of order submitted like bid ID number, DP ID, cllent ID. Number of Demat Shares tendered etc.
  • e. In case of non-receipt of the completed tender form and other documents, but receipt of Equity Shares In the accounts of the Clearing Corporation and a valid bid In the exchange bidding system, the bid by such Equity Shareholder shall be deemed to have been accepted.

7.1 0 Procedure to be fallowed by equity Shareholders holding Equity Shares In the physlcal form:

  • a. In accordance with the SEBI circular no. SEBI/HD/CFD/CMD1/CIR/P/2020/144 dated July 31, 2020 the physical shareholders are allowed to tender their shares in the Buyback. However, such tendering shall be as per the provisions of the Buyback Regulations.

  • b. Eligible Shareholders who are holding Physical Shares and intend to participate in the Buyback will be required to approach their respective Shareholder Broker along with the complete set of documents for verfflcatlon procedures to be carried out before placement of the bid. Such documents wtll Include the (I) Tender Form duly signed by all Eligible Shareholders (In case shares are In Joint names, In the same order in which they hold the shares), Oi) original share certificate(s), Oii) valid share transfer form(s){Form SH-4 duly filled and signed by the transferors o.e. by all registered Shareholders in same order and as per the specimen signatures registered with the Company) and duly witnessed at the appropriate place authorizing the transfer In favour of the Company, (Iv) sett-attested copy of PAN Card(s) of all Eligible Shareholders, (v) any other relevant documents such as power of attorney, corporate authorization (including board resolutiorvspecimen signature), notarized copy of death certificate and succession certificate or probated will. if the original shareholder is deceased, etc., as applicable. In addition, if the address of the Eligible Shareholder has undergone a change f rom the address registered in the register of members of the Company, the Eligible Shareholder would be required to submit a self-attested copy of address proof consisting of any one of the following documents: valid Aadhar card, voter Identity card or passport.

  • c. Based on these documents, the concerned Shareholder Broker shall place an order/ bid on behalf of the Eligible Shareholders holding Equity Shares in physical form who wish to tender Equity Shares in the Buyback, using the Acquisition Window of NSE. Upon placing the bid, the Shareholder Broker shall provide a rns generated by the exchange bidding system to the Eligible Shareholder. TRS wtll contain the details of order submitted like folio number, certificate number, distinctive number, number or Equity Shares tendered etc.

  • d. Ally Shareholder Broker/Eligible Shareholder who places a bid for Physical Shares, Is required to deliver the original share certfflcate(s) and documents (as mentioned above) along with rns generated by exchange bidding system upon placing of bid, either by registered post, speed post or courier or hand delivery to the Registrar to the Buyback i.e. MCS Share Transfer Agent Umlted (at the address mentioned at paragraph 11 below) not later than 2 (two) days from the offer closing date. The envelope should be super scribed as "GAIL (India) Llmfted Buyliack 2021 ". One copy of the rns will be retained by Registrar to the Buyback and It wlll provide acknowledgement of the same to the Shareholder Broker In case of hand delivery.

  • e. The Eligible Shareholders holding Physical Shares should note that Physical Shares will not be accepted unless the complete set of documents are submitted. Acceptance of the Physical Shares for Buyback by the Company shall be subject to verification as per the Buyback Regulations and any further directions issued in this regard. The Registrar to the Buyback will verify such bids based on the documents submitted on a daily basis and till such verification, NSE shall display such bids as 'unconfirmed physical bids'. Once Registrar to the Buyback confirms the bids, they will be treated as 'confirmed bids'.

  • f. In case any Eligible Shareholder has submitted Equity Shares in physical form for dematerialisation, such Eligible Shillllholders should ensure that the process of getting the Equity Shares dematerialised is completed well in time so that they can participate in the Buyback before the closure of the tendering period of the Buyback.

8. METHOD OF SETllEMENT

Upon nnallZllllon ol Ille basis ol acceptance as per Buyback Reaulallons:

  • 8.1 The Company will transfer the funds pertaining to the Buyback to the Company's Broker bank account, who will transfer the funds pertaining to the Buyback to the Clearing Corporation's bank account as per the prescribed schedule. For Equity Shares accepted under the Buyback, the Equity Shareholders will receive funds pay-out In their bank account from the Clearing Corporation.
  • 8.2 The Equity Shares bought back In the de mat form would be transferred directly to the escrow account of the Company opened for the Buyback (the "Demat Escrow Account") provided ii is indicated by the Company's Broker or ii will be transferred by the Company's Broker to the Demat Escrow Account on receipt of the Equity Shares from the clearing and settlement mechanism of the NSE.
  • 8.3 The Eligible Shareholders of the Demat Shares will have to ensure that they keep the depository participant ("DP") account active and unblocked to receive credit in case of return of Equity Shares, due to rejection or due to non-acceptance.
  • 8.4 If the securtties transfer instruction is rejected in the depository system, due to any issue then such securities will be transferred to the Shareholder Broker's depository pool account for onward transfer to the Shillllholder. In case of custodian participant orders, excess Demat Shares or unaccepted Demat Shares, ij any, will be returned to the respective custodian participant Excess Demat Shares or unaccepted Demat Shares, If any, tendered by the Eligible Shareholders would be returned to them by Clearing Corporation. Any excess Physical Shares pursuant to proportionate acceptance/rejection WIii be returned back to the concerned Eligible Shareholders directly by the Registrar to the Buyback. The Company is authorized to spilt the share certificate and Issue new consolidated share certificate for the unaccepted Physical Shares, In case the Physical Shares accepted by the Company ill1I less than the Physical Shares tendered by the shareholder in the Buyback.
  • 8.5 In case of certain shareholders viz., NRls, non-residents etc. (where there are specific regulatory requirements pertaining to funds payout including those prescribed by the RBI) who do not opt to settle through custodians, the funds payout would be given to their respective Shareholder Broker's settlement accounts for releasing the same to such shareholder's account.
  • 8.6 The Shareholder Broker would issue contract note to the Eligible Shillllholders tendering Equity Shares in the Buyback. The Company's Broker would also issue a contract note to the Company for the Equity Shares accepted under the Buyback.
    1. 7 The settlements of fund obligation for Demat and Physical Shares shall be effected as per the SEBI circulars and as prescribed by NSE and Clearing Corporation from time to time. For Demat Shares accepted under the Buyback, such beneficial owners will receive funds payout in their bank account as provided by the depository system directly to the Clearing Corporation and in case of Physical Shares, the Clearing Corporation will release the funds to the Shareholder Broker(s) as per secondary market payout mechanism. tt such shareholder's bank account details are not available or if the funds transfer instruction is rejected by the Reserve Bank of India ("RBI")/ bank(s), due to any reasons, then the amount payable to the concerned shareholders will be transferred to the Shareholder Broker for onward transfer to such shillllholders.
  • 8.8 Eligible Shareholders who Intend to participate In the Buyback should consult their respective Shareholder Broker for any cost, applicable taxes, charges and expenses Oncluding brokerage) that may be levied by the Shareholder Broker for tendering Equity Shares in the Buyback (secondary market transaction). The Buyback consideration received by the selling Shareholders, In respect of accepted Equity Shares, could be nel of such costs, applicable taxes, charges and expenses (including brokerage) and the Company accepts no responsibility to bear or pay such add�ional cost, charges and expenses (including brokerage) incurred solely by the selling Eligible Shareholders.
  • 8.9 The Equity Shares bought back will be extinguished In the manner and following the procedure prescribed In the Buyback Reguladons and Companies Act.

9. RECORD DATE AND SHAREHOLDER ErmTLEMENT

9.1 As required under the Buyback Regulations, the Company has fixed Thursday, January 28, 2021 as the record date (the "Record Date") for the purpose of determining the entitlement and the names of the shareholders, who are eligible to participate in the Buyback.

In lllrms of applicable provisions of Companies Act and Listing Regulations, the Company has also fixed Thursday, January 28, 2021 as the record date for the purpose of determining the entitlement and names of the shareholders for the purpose of payment of Interim Dividend 2020-21.

  • 9.2 The Equity Shares proposed to be bought back by the Company, as part of this Buyback Offer shall be divided in to two categories:
    • (a) reserved category for Small Shareholders (A "Small Shareholder" is defined in the Buyback Regulations as a shareholder, who holds equity shares having market value, on the basis of closing price of the Equity Shilllls on the recognized stock exchange registering the highest trading volume In respect of such shares, as on record date, of not more than f 2,00,000 (Rupees Two Lakh Only)); and
    • (b) the general category for all other shareholders, and the entitlement of a shareholder in each category shall be calculated accordingly.
  • 9.3 In accordance with Regulation 6 of the Buyback Regulations, 15% (fifteen per cent) of the number of Equity Shares which the Company proposes to buy back, or number of shares entitled as per shareholding of Small Shareholders, whichever Is higher, shall be reserved for the Sman Shareholders as part of this Buyback.
  • 9.4 On the basis of shareholding as on the Record Date, the Company will determine the entitlement of each shareholder to tender their Equity Shares in the Buyback. This entitlement for each shareholder will be calculated based on the number of Equity Shares held by the respective shareholder as on the Record Date and the ratio of Buyback applicable in the category to which such shareholder belongs. The final number of Equity Shares that the Company will purchase from each Eligible Shareholder will be based on the number of Equity Shares tendered. Accordingly, the Company may not purchase all of the Equity Shares tendered by an Eligible Shareholder.
  • 9.5 In order to ensure that the same Eligible Shareholder with multiple demat accounts/folios do not receive a higher entitlement under the Small Shareholder category, the Equity Shares held by such Eligible Shareholder with a common PAN shall be clubbed together for determining the category {Small Shareholder or General Category) and the buyback entitlement. In case of joint shareholding, the Equity Shares held in cases where the sequence of the PANs of the Joint shareholders Is Identical shall be clubbed together. In case of Eligible Shareholders holding Physical Shares, where the sequence of PANs Is Identical and where the PANs of all joint shareholders are not available, the Registrar to the Buyback will check the sequence of the names of the joint holders and club together the Equity Shares held in such cases where the sequence of the PANs and name of joint shareholders are identical. The shareholding of institutional investors like mutual funds, insurance companies, foreign institutional investors/foreign portfolio investors etc. with common PAN are not proposed to be clubbed together for determining their entitlement and will be considered separately, where these Equity Shares are held for different schemes/sub-accounts and have a different demat account nomenclature based on infonnation prepared by the Registrar to the Buyback as per the shareholder records received from the Deposltor1es. FtJrther, the Equity Shares held under the category of •clearing members· or "corporate body margin accounr or "corporate body - broker" as per the beneficial position data as on Record Date with common PAN are not proposed to be clubbed together for determining their entitlement and will be considered separately, where these Equity Shares are assumed to be held on behatt of clients.
  • 9.6 After accepting the Equity Shares tendered on the basis of entitlement, the Equity Shil!lls left to be bought back, if any, in one category shall first be accepted, in proportion to the Equity Shares tendered over and above their entitlement in the offer by shareholders in that category, and thereafter from shareholders who have tendered over and above their entitlement In other category.
  • 9.7 The Equity Shareholders' participation in the Buyback will be voluntary. The Equity Shareholders can choose to participate and get cash in lieu of Equity Shares to be accepted under the Buyback or they may choose to not participate and enjoy a resultarr1 Increase In their percentage shillllholdlng, post Buyback, without additional investment. The Equity Shillllholders may also accept a part of their entitlement The Equity Shareholders also have the option of tendering additional shares (over and above their entitlement) and participate in the shortfall created due to non-participation of some other Equity Shareholders, tt at all.
  • 9.8 The maximum tender under the Buyback by any shareholder cannot exceed the number of Equity Shilllls held by the shareholder as on the Record Date.
  • 9.9 The Equity Shares tendered as per the entitlement by shareholders as well as additional shares tendered, ff any, will be accepted as per the procedure laid down In Buyback Regulations.

13

9.1 O Detailed Instructions for participation In the Buyback (tender of Equity Shares In the Buyback) as well asthe relevant time table will be included in the Letter of Offer which will be sent through email along with theapplication form in due course to the Eligible Shareholders as on Record Date, who have their email IDsregistered with the Company/ registrar and transfer agerrV depository, however, on receipt of a request byRegistrar to the Buyback Offer and Manager to the Buyback Offer to receive a copy of Letter of Offer inphysical format from such Eligible Shareholder (lo whom Letter of Offer and Tender Form were emailed),the same shall be sent physically. For all remaining Eligible Shareholders who do not have their emall IDsregistered with the Company/Registrar to the Buyback / depository, the Letter of Offer along with TenderForm will be sent physically.
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- --

10. COMPLIANCE OFFICER

Shri A. K. Jha, Company Secretary & Compliance Officer

GAIL (India) Limited

1 6, Bhikaiji Cama Place, R. K. Puram, New Delhi-110066

Tel: 01 1-261 70740 I Fax: 01 1 -26170740 I Emall: [email protected]

  • Investor may contact the Compiance Officer for any clarification or to address their grievances, tt any, during office hours i.e. 10:00 a.m. 1ST to 5:00 p.m. lST on all wor1<ing days except Saturday, Sunday and public hotidays. 11. REGISTRAR TO THE BUYBACK 0FFEIV INVESTOR SERVICE CENTRE
  • In case of any query, the shareholders may contact the Registrar & Transfer Agent on any day except Saturday, Sunday and Public Holiday from 10:00 a.m. 1ST to 5:00 p.m. 1ST at the following address:

.\U:S S'l1I

MCS Share Transfer Agent Umllld

  • F-65, 1st Aoor, Okhla lndusbial Area, Phase-I, New Delhi-110020
  • Contact Person: Mr. Amarjit Singh

Tel.: 011-41406149 I Fu.: 01 1-41709881

Email: [email protected] I Website: www.mcsregistrars.com

SEBI Registration Number: INR000004108 I Vlltidily Period: P&rmanent CIN: U671 20WB2011 PLC165872

  1. MANAGER TO THE BUYBACK OFFER

IDBI Capital Markets & Securities Limited

6th floor, IDBI Tower, WTC Complex, Cuffe Parade, Mumbai 400 005 Tel No.:+91 22 221 7 1700 I Fax No.: +91 22 221 5 1787;

Contact Person: Sumi! Singh

Emall: gall.buyback2021 @ldblcapltal.com I Webslle: www.ldblcapltal.com SEBI Registration Number: INM000010866 I Validity Period: Permanent

Corporete Identity Number: U65990MH1 99360!075578

1 3. DIRECTORS' RESPONSIBILITY

'As per Regulation 24(i)(a) of lhe Buyback Regulations, lhe Board of Directors of the Company accepts full responsibility for the information contained in this Public Announcement and confirms that the information in this Public Announcement contain true, factual and material lnfonnatlon and shall not contain any misleading Information.' For and on beha� of the Board of Directors of GAIL (lndla) Umllld

Sd/­ Sd/- Sd/-
Manoj Jain A.K. Tlwar1 A. K. Jha
Chairman and Managing Director& Director (Projects)(DIN: 07556033) Director (Finance) & CFO(DIN: 07654612) Company Secretary &Compliance Officer(M. Number: ACS18644)
Place: New Delhi Date: January 18, 2021
FATEHPUR INDIRA COLONYBRANCH SCO 1 36, SECTOR-21 C, HUDA MARKET,�FARIDABAD-1 21 001ALU,HAIAPPOSSESSION NOTICE (For Immovable Property)Whereas, The undersigned being the Authorised Officer of the Indian Bank under the Securitization and Reconstruction ofFinancial Asset and Enforcement of Security Interest Act, 2002 and in exercise of powers conferred under section 13(12) read withrule 8 and 9 of the Security Interest {Enforcement) Rules, 2002 issued a demand notice dated 05.12.2019 Calling upon theborrower Mrs. Anita Devi W/o Mr. Rambir Singh and Mr Rambir Singh S/o Mr lnder Raj Singh, Rio House No. 3, BharatColony, Brij Nagar, Opposite Omaxe City, Palwal, Haryana with our Fatehpur Indira Colony Branch to repay the amountmentioned in the notice being Rs. 35,37,752/- (in Words Thirty Five Lakhs Thirty Seven Thousand Seven Hundred and FiftyTwo) within 60 days from the date of receiptofthe said notice. �Gujarat Informatics LimitedNidhi Granites LimitedG I LCIN NO: L51 900MH1981 PLC025677Block no. 2, 2nd Floor, Kam,ayogl Bhavan, s«tDr 10 A,Regd. Office:9, Popat Bapa Shopping Centre, 2nd Floor Station Road,Enobln1.-,, Gandhinapr-382010 (Gujarati Ph. : 07t-232560ll, Fax: 079-23238925Santacruz (West), Mumbai 400054NOTICE FOR INVITING BIDSEmail: pushpraj0201 @gmail.com , Tel No: 022 2648 5481 / 2649 1040GIL invites bids through E-tendering for Bid for Selection ofWebsite: www.nidhigranites .comAgency for Drone/ UAV Technology Based Survei llance forB.ecommendatioas of the Committee of lnde12endeat Directors (IDC) of NidhlProject Progress Monitoring on behalfofvarious Government!:ztillli1!:!i Lisi !"I�"l 121l 1bi: Q121:1J Qlli:t !"Qlli:t"l mils!!: bl£ fillt, l:2iltl2illl �bilb 112111:lbi:tOffices of Gujarat (Tender No. HWT19012021629).ri:Ub filli:. 1:2!:l!illl eilasll!il il!i ei:[!il2D As.iill!I ill �12DS.!:O l'ii1b 1bi: As.111.1im 112 1bi:Interested parties may visit http://www.gil.gujarat.gov.in or121.11211s. !ibilti:b12lsl1:[!i 12f ibi: lil[Sl!:1 �12Wl2i1Dl£ uasli:t B1:si1.1li11i120 2!HZl l2f �l;l;!Ihttps://www.gll.nprocure.com for eligibi lity criteria & more(Syb121an1ii!1 A5.guisi1ign gf �bi!re§ i!D&! Ti! ki:gver!il B.egyla1igns, Z211details aboutthe bids.
The borrower having failed to repay the amount, notice is hereby given to the borrower and the public in general that theundersigned has taken possession of the property described herein below, in exercise of powers conferred on him/her undersection 1 3(4) of the said Act read with rule 8 and 9 ofthe said rules on this 15th day of January of the year 2021.The borrower in particular and the public in general is hereby cautioned not to deal with the property and any dealings with the - Managing DirectorTIIE GREAT EASTERN SHIPPING CO. LTD, 1. Date2. Name of the Target Company Nidhi Granites Limiled(TC) 1 9th January 2021
property will be subject to the charge of the Indian Bank for an amount or Rs. 35,37,752/- (in Words Thirty Five Lakhs ThirtySeven Thousand Seven Hundred and Fifty Two) and interest thereon.DESCRIPTION OF THE IMMOVABLE PROPERTYAll that part and parcel of the property consisting of Flat No./House No. 3 Bharat Colony. Brij Nagar. Measuring land 1 90 Sq Yardssituated at Mustkil No. 325, Kila No. 8(7-6), 9{5-1), 13 (8-0), 14 {2-0), 2/2 (1-2). 3/2 (1-12), 4/2 (1-15), 712 (2-0), 27 (0-14), Mustkil No. 306Killa No. 15 (8-0), 31 (2-7), Mustkil No. 171 Killa No. 613 {0-5), 711 (1-4), Total Killa 13 Total Land measuring 41 Kanai 6 Marla applicantshare 1 311652, 6 Marla = 190 Sq Yards Palwal under municipal committee Palwal Tehsil & District Palwal Haryana,Bounded by: North: Vacant Plot, South: Property of Bijendra Singh. East: Pacca Road, West: Property of Brij LalDate: 15.01.2021Authorized OfficerPlace: FaridabadIndian Bank Regd. otllce: Ocean House, 134-A, Dr. A.B. Road, Worl, Mumbai-100 018ON NO. : l.3511 a.1H1948Pl.C006472Tel. No. : +91 (22)66613000; Fax No. : +91 (22) 24925900tmI1CE.Notice is hereby given pursuant to Regulation 47 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations,2015 that a meeting of the Board of Directors of the Company willbe held on Friday, January 29, 2021 inter-alia, to take on recordthe unaudited financial results (provisional) of the Company forthe quarter ended December 31 , 2020. to TC 3. Details of the Offer pertaining Offer for acquisition of up to 1 .95,000 fully paid up equity shares of face value of Rs10/- each ("Equity Shares') representing 26% of the fully diluted voling equity sharecapilal of the Targel Company by the Acquirers and lhe Persons Acting in Concert('PACs') (as defined below) under Regulations 3(1) and 4 of the SEBI (SubstantialAcquisition of Shares and Takeovers) Regulalions, 2011. (SEBI (SAST) Regulations').The Public Announcement dated November 19, 2020 (the 'PA"), Detailed PublicSlatement published on November 26. 2020 (lhe "DPS"), Draft Leiter of Offer datedDecember 04, 2020 (the "DLoF") and Letter of Offer dated January 08, 2021 (the'LoF") have been issued by Pantomalh Capital Advisors PriVate Limited, the Managerto the Open Offer on beha� of Mr. Darpan Shah ('Acquire(') togelher with Mr. DevanPandya ('Pe rson Acting in concert").
-�· These details are also available on the Bombay Stock Exchangewebsite (URL: www.bseindia.com/corporates), the National StockExchange website (URL: www.nseindia.com/corporates) and on theCompany website (URL: www.greatship.com/press_releases.html). 4. Name(s) of the acquirer and Acquirers:PAC with the acquirer 1) Mr. Oarpan ShahPACs:1) Mr. Devan Pandya
:• 1-, • -•t-1 al ,al•'I.•� .11•1t,■1' •••Whereas, the undersi�ed being the Authorized Officer of IIFL Home Finance Limited (Forma-ly known as India Infoline HousingFinance Ltd.XIIHFL) under the Sccuritisation and Reconstruction of Financial Assets and Enforcement of Scc.LJ'ity Intcnst Act2002 and in exercise of powers conferred under section 13(12) read with Rule 3 of the Security Interest (Enforcement) Rules2002, a Demand Notice was issued by tt1e Authorised Officer of the coml) :ny to the borrowers /co-borrowers mentioned herein<br rom the date of receipt of the said notice. The bofmwerbelow to repvy !tic amolJ1t mentioned in the notice within 60 days fri For The Greet Eastern Shipping Co. Lid.Sd/·Jayesh M. TrlvadlPresident (Seel. & Legal) & Company SecrataryPlace: MumbaiEmal l: shares@ greatship.com offer 5. Name of the Manager to the Pantomath Capital Advisors Private ltd406-408, Keshava Premises, Behind FamlyCourt, Bardra KurlaComplex, Bandra East-400051.Tel: +91 22 61946700Fax: +91 22 26598690
transfer or sale of the seOJred assets.
�� ,,�r�;: a� enct�6df�;y J;e s�Wr�r:���� �r:edx1��� ��r!1��· ��Jir�:ci�:k����8�[w51�
i1elnntl7exe
twith interest thcrcon."The borrower's attention is invited to provisions af sub-section {8) of section 13 af tile Act, If the borrower
the property and any dei:!:lings wkh the property 'Nill be subject to the dl�rge of IIHFL for an amou11t as mentioned ,erein under
Ac:t read with Rule 8 of the �id rules. The borrower In partic:ul�r imd the public in general are hereby cautioned not to deal with
ra���g���n brJ?p���':tJ���� i �c���%1�e� ��cis��r;:���:f���l �i����er ���: t:4)�?�: �fJ
r i
Name of lhe BorroW9r(slDelhi BranchMr. Hukam Singh, Mrs. Description of Scc-.rcd Auot (Immovable Property)All that piece and par:el of UG Flat No. S-2, 2nd Floor withoot Outstanding Demand Possessionroof righls, front side, edmea:suring 400 Sq. Fl. �rop,rty No TotalDues(Rs.) Date ofNotice Date of
Yashoda Sing!\ M/s C· 1/89, Residential Col0<1y DLF Oilshad Extn 2, viH,geHukam And Associates bhannpur alias bhopura, Par;i�,a Loni, Tehsil end Disuict 13,72,982/·P==ct No.84SD26l Ghazi2b2d Uttar Prcdesh·201001 Rs. 17-Jan-2020 16-Jan2021
No.804596) Mr. Vijendra Singh and All th2t piece 2nd parcel cl Plot No.o3, CCmfriS:ed in Khcta NoMrs. Brijesh (Prospect 220, Khasra No.381, area measuring 0.2620 Hectare al ,,!lid 21,87,976/·�ol Meast. <ing 300="" achheja<br="" el="" situated="" sq.="" village="" yds.="">par;iana & Tehsil Dadri. Tehsil Gautembudh Nager, UttePradesh. Rs. 07-Nov-2019 1S·Jan-2021

Sr.No. Nmneof Borrov.(s)/Legalher(s)andLegal Represenlalhe(s) OulBtandilg DaleofDues•(Rs.) Demand Date&TypeofNollce �on Description of ImmovableProperty(les)/SecuredAstet(s)
Mr. Ramesh Chandra (Borrower) 11,56,886.00 12.11 .2018 13.01.202119 Garh RJF, Clo 56 APO, PIN-910719, C/o56AP0-999056Mrs. Babll Devi (Co-B01TOwer)Ashok Nager, Dhandhera, P.O.Milap Nagar, Roorke&-24 7667 as on30.09.2018" Physical House on Part of Khasra 141 Ml, Situated atAshok Nagar, Abadi Village DandheraPargana & Tehsil Roorkee, Dist HaridwarArea -495 Sq.Ft /46Sq. Mir.Boundaries: E-Prop Sh. Yugam Singh,W-Road 16 F� N-PropSh. V.K.Singh,S-Prop Sh.Mahavir Singh
Dale : 19.01.2021 For Housing Development Finance Corporallon Ltd.
Place : Dehradun Authorized Officer
ft8Gd.Olllot:HDFCLlll.,Raron -,HTl'lnld1Mlrg,188,�-.�-'40002D.Corporala ldentll:y Nlfflber : L70100MH11177PLC0111918 We- : -.hdf'c.com

Date : January 1 8, 2021 Web: www.g reatship.com

MAHINDRA HOLIDAYS &

Date ofName of lhe BorroW9r(slDescription of Scc-.rcd Auot (Immovable Property)Date ofTotalDelhi BranchAll that piece and par:el of UG Flat No. S-2, 2nd Floor withoot Outstanding Demand PossessionDues(Rs.)Mr. Hukam Singh, Mrs.Noticeroof righls, front side, edmea:suring 400 Sq. Fl. �rop,rty NoYashoda Sing!\ M/s C· 1/89, Residential Col0<1y DLF Oilshad Extn 2, viH,geRs.17-Jan-16-JanHukam And Associates bhannpur alias bhopura, Par;i�,a Loni, Tehsil end Disuict 13,72,982/·20202021P==ct No.84SD26l Ghazi2b2d Uttar Prcdesh·201001Mr. Vijendra Singh and All th2t piece 2nd parcel cl Plot No.o3, CCmfriS:ed in Khcta NoRs.07-Nov-1S·Jan- u1aRESORTS INDIA LIMITEDRegistered Office: Mahindra Towers, 'l" Floor17/18, Patullos Road, Chennai • 600 002.�Tel: +91 44 3988 1000, Fax: +91 44 3027 7778C\ubMahlndraWebsite: www.clubmahiQdra com 6. Members of the Committee of 1 .Mr. Rajesh Chheda (Chairman)IndependentDi rectors 2.Mr. Vineetkumar Mishra(Pleaseindicatethechairperson of the Committeeseparately)
Mrs. Brijesh (Prospect 220, Khasra No.381, area measuring 0.2620 Hectare al ,,!lid 21,87,976/·20192021�ol Meast. <ing 300="" achheja<br="" el="" situated="" sq.="" village="" yds.="">No.804596)par;iana & Tehsil Dadri. Tehsil Gautembudh Nager, UttePradesh.0��at�d��:��is�,0��I ii�d SJ:; ���a�:�����·. Najafgar0te0(8if.� ��r:�o�i�1�v�=�h;w���1�t�:��wti Email: [email protected]CIN: L551 01TN1996PLC036595NOTICENotice is hereby given in aimpliance with the Regulations 29 and 47 of the Securities 7. IOC Membe(s relationship with The members of the IDC are Independent Directors on the Board of Directors of thethe TC (Director, Equity shares Target Company. None of the IDC members has any contracUrelalionship with theowned, any other contract / Target Company.relationship), if any1. IDC members do nol hold any shares in the Targel Company
Place: Ghaziabad, GalJ.ambuch Na::iar Date: 19-01-2021 Sd/· Autllorlsed Officer For nn Home Finance Llmled mn Hnl and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations, 2015, that a Meeting of the Board of Directors of the Company will be heldon Monday, January 25, 2021, lo inter alla, consider and approve the UnauditedFinancial Results of the Company for the quarter and nine months ended December31, 2020, subject lo a limited review by the Statutory Auditors of the Company. 8. Trading in the Equity shares/ None of the IOC members has traded in any of the Equity Shares of the Target Companyother securilies of the TC by during: (a) the 12 months period preceding the dale of the PA; an (b) the period fromIDC Membersthe date of the PA till the date of lhis recommendalion.9. IDC Membe(s relationship with No member of the IDC: (1) holds any directorship; (ii) holds any shares: or (iii) has any
This lnUmaUon Is also available on the website of BSE Limited l)yww bseindla com)and National Slock Exchange of India Limited (www.nseindia.com) where theCompany's shares are listed and on the website of the Company viz.www.dubmahindra.com. the acquirer (Director. Equity relationship/contract wilh the Acquirer or the PACs.shares owned, any othercontract I relationship), if any.
@Iii H D-FCPOSSESSION NOTICEHOUSINGDEVELOPMENT FINANCE COBPOBATJON LTD. For MAHINDRA HOLIDAYS & RESORTS INDIA LIMITEDSd/­Place : MumbaiDhanraj MulklGeneral Counsel & Company SeaetaryDate : January 18, 2021 10. Trading in the Equtty shares/ None of the securities of the Acquirers are !isled.other securities of the acquirerby IDC Members
: 3rd Floor, Premier Plaza, 106, Rlljpll' Road Opp. Astley Hall, Delradur-248001BRANCHOFFICEWhereas the Authorised Officer/s of Housing Development Finance Corporation Limited, under Securitisation AndReconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 and in exercise of powers conferred under3(12) read with Rule3oftheSecurityinterest(Enforoement) Rules, 2002issued Demand Notices under Section 13(2)ofthesaid Act, calling upon the foll <m'ing against<="" amounts="" and="" borrower(s)="" heir(s)="" legal="" mentioned="" pay="" representative(s)="" th="" the="" to="">RPG LIFE SCIENCES LIMITED L11. Recommendation on lhe The IDC is of the opinion that the Offer Price of Rs. 29.00 offered by the Acquirer onOpen offer, as to whelher the 19th November, 2020 through Public Announcement:offer is fair and reasonable (a) is in accordance wilh lhe Regulations prescribed under SEBI (SAST) Regulations;and(b) appears lo be fair and reasonable</m'ing> RPG LIFE SCIENCES LIMITED L 11. Recommendation on lhe The IDC is of the opinion that the Offer Price of Rs. 29.00 offered by the Acquirer onOpen offer, as to whelher the 19th November, 2020 through Public Announcement:offer is fair and reasonable (a) is in accordance wilh lhe Regulations prescribed under SEBI (SAST) Regulations;and(b) appears lo be fair and reasonable
their respective names logetherwith interest thereon at the applicable rates as mentioned in the said notices, 'Mthin 60 days from thedate of the said Notice/s, incidental expenses, costs, charges etc. till the dateof paymen1 and/ or realisation. Ragd. office: RPG House, 463, Dr. Annie Besant Road, 12. S ummary of reasons for The IDC has perused lhe PA, OPS, and LOF issued on behalf of the Acquirer.recommendation
Sr.Nmneof Borrov.(s)/OulBtandilg DaleofDescription of ImmovableDate&No.Legalher(s)andDues•DemandTypeofProperty(les)/SecuredAstet(s)Nollce �on(Rs.)Legal Represenlalhe(s) Worli, Mumbai 400 030.CIN: L24232MH2007PLC169354; (JDC may also invite attention The IOC draws the attention of Public Shareholders of the Company to the closingto any other place, e.g. prices of the Equity Shares of the TC on lhe BSE Limited (BSE) as on November 19,company's website, where fts 2020 which was Rs.22.30/- and lherefore lower lhan the Offer Price.
House on Part of Khasra 141 Ml, Situated atMr. Ramesh Chandra (Borrower) 11,56,886.00 12.11 .2018 13.01.2021Ashok Nagar, Abadi Village DandheraPhysical19 Garh RJF, Clo 56 APO, PIN-as on30.09.2018"Pargana & Tehsil Roorkee, Dist Haridwar910719, C/o56AP0-999056Area -495 Sq.Ft /46Sq. Mir.Mrs. Babll Devi (Co-B01TOwer)Boundaries: E-Prop Sh. Yugam Singh,Ashok Nager, Dhandhera, P.O.W-Road 16 F� N-PropSh. V.K.Singh,Milap Nagar, Roorke&-24 7667S-Prop Sh.Mahavir Singh Tel: +91-22-249B 1 650; Fax: +91-22-2497 0127E-mail: [email protected];Web: www.rpglifesciences.comNOTICENOTICE is hereby given under Regulation 47 of SEBI (Listing detailed recommendationsalong with written advice of the Based on the perusal of the PA, DPS, and LOF, the IDC is of the opinion that the Offerindependent adviser, if any Price of Rs. 29.00 offered by the Acquirer.can be seen by the (a) is in accordance with the regulalions prescribed under SEBI (SAST) Regulations;andshareholder)(b) appears to be fair and reasonable.
"With further interest as applicable, incidental expenses, costs, charges etc. incurred till the date of paymenl and/ or realisation.However, since the borrower/s Legal Heir(s) and Legal Representative(s) mentioned hereinabove have failed to repay theamounts due, notice is hereby given to the borrower/s / Legal Heir(s) and Legal Representative{s) mentioned hereinabove in Obligations and Disciosure Requirements) Regulations, 201 5,that a meeting of the Board of Directors of the Company will be The shareholders of the Target Company are advised lo independently evaluate theOpen Offer and take an informed decision about tendering the Equity Shares held bythem in the Open Offer.
particular and to the public in general that the Authorised Officer/s of HDFC have taken Physical Possession of the immovableproperty(ies) / secured asset(s) described herein above in exercise of powers conferred on himllhem under Section 13(4) of thesaid Act read with Rule 8 of the said Rules on the dates mentioned above.The borrower(s) /Legal Heir(s) and Legal Representalive{s) mentioned hereinabove in particular and the public in general are held on Monday, January 25, 2021, inter alia, to consider and takeon record the unaudited financial results for the quarter endedDecember 31 , 2020. 13. Details of Independent NoneAdvisors, if any.14. Any other matter(s) to be None
hereby cautioned not to deal with the aforesaid Immovable Property (ies) /Secured Asset(s) and any dealings with the saidlmmovableProperty(ies)/SecuredAsset(s) willbesubjecttothernortgageofHousingDevelopmentFinanceCorporation Ltd.Borrower (s) /Legal Heir(s) /Legal Representative{s) attention is/are invited to the provisions of sub-section (8) of section 13 oftheAct, in respectoftimeavailable1o redeemthesecuredasset's.Copies of the Panchnama drawn and Inventory made are available with the undersigned, and the said Borrower (s) / Legalheir(s) / Legal Represtative(s) is/ are requested to collect the respective copy from the undersigned on any working day during Tha notice is also available on the website of the Companywww. rpg l ifesciences.com and that of BSE Li mited(www.bseindia.com) and National Stock Exchange of IndiaLimited (www.nseindia.com). highlightedTo lhe best of our knowledge and belief, after making proper enquiry, the informalion conlained in or accompanying thisstatement is, in all material respect, true and correct and not misleading, whether by omission of any informalion or otherwise,and includes all the information required lo be disclosed by the TC under the Takeover Code.'For and on behalf of the Independent Directors Committee
normal office hours.Dale : 19.01.2021For Housing Development Finance Corporallon Ltd.Authorized OfficerPlace : Dehradun By order of the BoardFor RPG Life Sciences LimitedPlace: MumbaiRajesh ShlrambekarDate: January 1 8, 2021Head -Legal & Company Secretary of Nidhi Granites LtdSci/-Rajesh ChhedaPlace: MumbaiChairman of the Committee
ft8Gd.Olllot:HDFCLlll.,Raron -,HTl'lnld1Mlrg,188,�-.�-'40002D.Corporala ldentll:y Nlfflber : L70100MH11177PLC0111918 We- : -.hdf'c.com _===♦))RPG===.;;;:;7 Date: 19th January 2021DIN: 03406572
-•••••••••• -••••• -•••••

Website: www.pantomathgroup.com E-mai: llw!bi�a �b�!ll(@�alllgwalbQ[QU� WW Contact person: KruthikaShetty SEBI Registration No: INM00002110.

2018 302.137.031 NIL Bonus Issue
11.675.668 387.34 Disinvestment through Bharat ETF-22
2019 19.843.410 586.80 Disinvestment through Bharat ETF-22
1.177.029.046 NIL Bonus Issue
19610227 251.07 Disinvestment through Bharat FTF-22
Particulars AIIIUUIII ( \ III UIUIGS)As on March 31, 2020
Standalone Consolidated
Issued, subscribed and fully paid up equity shares:
4,51,01,41,866 Equity Shares of ₹10/- each, fully paid up 4,510.14 4.510.14
Total-A 4.510.14 4,510.14
Free Reserves
Security Premium 0.27 0.27
General reserve 3.260.77 3.260.77
Retained Earnings 34,082.81 38.479.47
Total-B 37.343.8541.740.51
Total $C = A + B$ 41.853.99 46.250.65
Maximum amount permissible for the Buy-back i.e. 10% of theaggregate fully paid-up equity share capital and free reservespursuant to Section 68(2) of the Act requiring Board Resolution. 4,185.40 4.625.07
Amount proposed and approved by the Board of Directors forbuy-back in the meeting held on January 15, 2021 1.046.35
For and on behalf of the Board of Directors
Sd Sd
A.K.Tiwari Manoj Jain
Director (Finance) Chairman & Managing Director
(DIN: 07654612) (DIN: 07556033)
or ASA & Associates LLP For A.R. & Co.
hartered Accountants' Chartered Accountants
irm Registration No: 009571N/N500006 Firm Registration No: 002744C
d/- Sd
'arveen Kumar Pawan K Goel
'artner Partner
1embership No. 088810 Membership No. 072209
IDIN: 21088810AAAAA03516 UDIN: 21072209AAAAAD1564
ace: New Delhi

S.N 0 Name of the shareholders No. of EquityShares held No. of Equity Shares heldin dematerialized form Percentage of issuedEquity Share capital
PresidentIndiaactingofMinistrythrouah0tPetroleum and Natural Gas.Government of India* 2.33.44.49.987 2.33.44.49.987 51.76%
Total 2,33,44,49,987 2,33,44,49,987 51.76%
Calendar Year ofTransaction No. of EquityShares Acquisition/SaleConsideration$($ ₹ in crores) Nature of Transaction/Consideration
1984 11 0.0011 Acquisition
6,000 0.6 Acquisition
1985 3,989 0.3989 Acquisition
83.300 8.33 Acquisition
416,700 41.67 Acquisition
500,000 50 Acquisition
1986 800,000 80 Acquisition
1,023,500 102.35 Acquisition
934,400 93.44 Acquisition
2,340,000 234 Acquisition
1987 1.600.000 160 Acquisition
695,300 69.53 Acquisition
1988 50,000 5 Acquisition
1995 845,320,000 845.32 Stock split was approved at the Extra-OrdinaryGeneral Meeting of the Company held on June 12.1995, resulting in each Equity Shares of ₹1000/-being sub-divided into 100 Equity Shares of ₹10
28.529.025 192.09 Disinvestment through private placement in thedomestic market
30.609.600 183.65 Disinvestment through private placement in thedomestic market
1999 81.679.098 490.07 Sale of shares to Indian Oil Corporation Limitedand to the Oil and Natural Gas CommissionLimited
135,000,000 945.00 Disinvestments through GDR Mechanism
2004 84,565,160 1629.43 Disinvestment through offer for sale
2008 242.468.558 NIL Bonus Issue
2014 15,672,024 533.14 Disinvestment through ETF
2015 37,819 NIL Disinvestment through CPSE ETF as Bonus Units
15,315,380 659.17 Disinvestment through CPSE ETF as Bonus Units
2017 232,126,817 NIL Bonus Issue
7,855,657 285.15 Disinvestment through CPSE ETF as Bonus Units
14,240.519 620.53 Disinvestment through Bharat ETF-22
For ASA & Associates LLP For A.R. & Co.
Chartered Accountants Chartered Accountants
Firm Registration No: 009571N/N500006 Firm Registration No: 002744C
$Sd$ . Sd/-
Parveen Kumar Pawan K Goel
Partner Partner
Membership No. 088810 Membership No. 072209
UDIN: 21088810AAAAA03516 UDIN: 21072209AAAAAD1564
Place: New Delhi$\sim$ $\sim$ $\sim$---------------------------------------

.
Sd/- Sd/- Sd/-
Manoi Jain A.K. Tiwari A.K.Jha
hairman and Managing Director:& Director (Projects)(DIN: 07556033) Director (Finance) & CFO(DIN: 07654612) Company Secretary &Compliance Officer(M. Number: ACS18644)
n Now Dolhi Data: January 18, 201

FORM NO. CAA. 2

th Date: -18 January, 2021 Place: New Delhi Sd/- Mr. Rajeev K. Goel Chairperson appointed for the meeting

BEFORE THE NATIONAL COMPANY LAW TRIBUNAL, NEW DELHI BENCH COMPANY APPLICATION NO. (CAA)-111(PB)/2020 [Pursuant to Section 230(3) and rule 6 and rule]

In the matter of the Companies Act,2013; And
In the matter of Sections 230 to 232 and other relevant provisions of the Companies Act, 2013; And
In the matter of the Scheme of Amalgamation between Unibev Limited and Globus Spirits Limited and theirrespective shareholders and creditors;
Unibev Limited Applicant-1 / Transferor Company
AND
Globus Spirits Limited Applicant-2 / Transferee Company

NOTICE AND ADVERTISEMENT OF NOTICE OF THE MEETINGS OF THE EQUITY SHAREHOLDERS, SECURED CREDITORS AND UNSECURED CREDITORS OF GLOBUS SPIRITS LIMITED (TRANSFEREE COMPANY) AND MEETING OF THE UNSECURED CREDITORS OF UNIBEV LIMITED (TRANSFEROR COMPANY)

The above meetings will be held in compliance with the General Circular No. 14/2020 dated April 8, 2020, General Circular No.17/2020 dated April 13, 2020 General Circular No. 22/2020 dated 15th June, 2020 and General Circular No. 33/2020 dated 28th September, 2020 issued by the Ministry of Corporate Affairs ("MCA Circulars") and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 issued by Securities and Exchange Board of India ("SEBI").

Copies of the Scheme and the Explanatory Statement under Section 230 read with Section 232 of the Companies Act, 2013 ("Act") can be obtained free of charge at the registered office of the Transferor Company and Transferee Company at F-0, Ground Floor, The Mira Corporate Suites Plot No.1&2, Ishwar Nagar, Mathura Road New Delhi, 110065, India during business hours.

In accordance with relevant circulars, Notice of meeting along with Scheme and Explanatory Statement is being sent by electronic mode to the equity shareholders and secured and unsecured creditors of Transferee Company and unsecured creditors of Transferor Company whose e-mail address are registered with respective companies or depositories and physical notice is being sent by courier at the registered address of the creditors and shareholders who have not registered their e-mail address with respective companies.

Notice of respective meetings and Scheme along with explanatory statement will also be available on the Transferee Company's website - https://www.globusspirits.com/ and Transferor Company's website - http://unibev.in/ and websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www. nseindia.com respectively

Pursuant to said Order read with MCA Circulars and provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, shareholders and creditors shall be entitled to vote through remote e-voting facility. Additionally, facility of e-voting shall also be provided during the meeting. The facility for remote e-voting and e-voting during the meeting is being provided through Link Intime (India) Private Limited ("LIIPL"). The necessary instructions for remote e-voting and e-voting during the th meetings have been set out in the notices dated 18 January 2021. This facility is being provided to the equity shareholders of the th th Transferee Company as on 13 February 2021, to secured Creditors and unsecured Creditors of Transferee Company as on 30 June 2020 th and to unsecured creditors of Transferor Company as on 30 June 2020. Voting at above meetings shall not be permitted through proxies.

For the aforesaid meetings, the remote e-voting commences on Wednesday, February 17, 2021 at 9.00 am (IST) and shall end on Friday, February 19, 2021 at 5.00 pm (IST), Thereafter e-voting module shall be disabled.

The Tribunal has appointed Mr. Rajeev K. Goel, Advocate as the Chairperson, Mr. Abhishek Seth, Advocate, as alternate Chairperson and Mr. Vikas Gera, Company Secretary in Practice as the Scrutinizer for the Meeting including any adjournment or adjournments thereof. The Scheme, if approved in the aforesaid meetings, will be subject to the subsequent approval of the Tribunal.

For all grievances connected with the facility for voting by electronic means, please contact Mr. Santosh Pattanayak through e-mail [email protected], for receiving the abovesaid link at their mobile / e-mail.

Notice is hereby given that by an order dated 17th December 2020 ("Order"), the New Delhi Bench of the National Company Law Tribunal ("Tribunal" or "NCLT") has directed meetings to be held of the equity shareholders, secured creditors and unsecured creditors of Globus Spirits Limited ("Transferee Company") and of the unsecured creditors of Unibev Limited ("Transferor Company"), for the purpose of considering, and if thought fit, approving with or without modification(s), the Scheme of Amalgamation between Unibev Limited ("Transferor Company") and Globus Spirits Limited ("Transferee Company") and their respective Shareholders and Creditors ("Scheme"). In pursuance of the said order and as directed therein, further notice is hereby given that meeting of the equity shareholders, secured creditors and unsecured creditors of the Transferee Company and of the unsecured creditors of the Transferor Company will be held through Video Conferencing / Other Audio Visual Means **("VC/OAVM")**without the physical presence at common venue, as under:

S.N. Name of the Company Meeting Date Time
1. Unibev Limited Meeting of unsecured creditors 10:00 A.M11:30 A.MSaturday, 20th
2. Globus Spirits Limited Meeting of unsecured creditors
3. Globus Spirits Limited Meeting of secured creditors February 2021 01:00 P.M.
4. Globus Spirits Limited Meeting of equity shareholders 03:00 P.M.

PACs:

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गेई हो तो, घोषणा के लिए बैंक की वेबसाइट देखते रहें. हस्ताक्षर
थान: नवी मुंबई उप महाप्रबंधक
नांक: 19.01.2021 (आईटी–डीडब्लूएच)
1) Mr. Devan Pandya
5. Name of the Manager to theoffer Pantomath Capital Advisors Private Ltd406-408, Keshava Premises, Behind Family Court, Bandra Kurla Complex, Bandra East- 400051.Tel: +91 22 61946700Fax: +91 22 26598690Website: www.pantomathgroup.comE-mail: [email protected].Contact person: Kruthika ShettySEBI Registration No: INM00002110.
6. Members of the Committee ofIndependentDirectors(Pleaseindicatethechairperson of the Committeeseparately) 1.Mr. Rajesh Chheda (Chairman)2.Mr. Vineetkumar Mishra
7. IDC Member's relationship withthe TC (Director, Equity sharesowned, any other contract /relationship), if any The members of the IDC are Independent Directors on the Board of Directors of theTarget Company. None of the IDC members has any contract/relationship with theTarget Company.1. IDC members do not hold any shares in the Target Company
8. Trading in the Equity shares/other securities of the TC byIDC Members None of the IDC members has traded in any of the Equity Shares of the Target Companyduring: (a) the 12 months period preceding the date of the PA; an (b) the period fromthe date of the PA till the date of this recommendation.
9. IDC Member's relationship withthe acquirer (Director, Equityshares owned, any othercontract / relationship), if any. No member of the IDC: (1) holds any directorship; (ii) holds any shares: or (iii) has anyrelationship/contract with the Acquirer or the PACs.
10. Trading in the Equity shares/other securities of the acquirerby IDC Members None of the securities of the Acquirers are listed.
11. Recommendation on theOpen offer, as to whether theoffer is fair and reasonable The IDC is of the opinion that the Offer Price of Rs. 29.00 offered by the Acquirer on19th November, 2020 through Public Announcement:(a) is in accordance with the Regulations prescribed under SEBI (SAST) Regulations;and(b) appears to be fair and reasonable
12. Summary of reasons forrecommendation(IDC may also invite attentionto any other place, e.g.company's website, where itsdetailed recommendationsalong with written advice of theindependent adviser, if anycan be seen by the The IDC has perused the PA, DPS, and LOF issued on behalf of the Acquirer.The IDC draws the attention of Public Shareholders of the Company to the closingprices of the Equity Shares of the TC on the BSE Limited (BSE) as on November 19,2020 which was Rs.22.30/- and therefore lower than the Offer Price.Based on the perusal of the PA, DPS, and LOF, the IDC is of the opinion that the OfferPrice of Rs. 29.00 offered by the Acquirer:(a) is in accordance with the regulations prescribed under SEBI (SAST) Regulations;
shareholder) and(b) appears to be fair and reasonable.The shareholders of the Target Company are advised to independently evaluate theOpen Offer and take an informed decision about tendering the Equity Shares held bythem in the Open Offer.
13. Details of IndependentAdvisors, if any. None
14. Any other matter(s) to behighlighted None
To the best of our knowledge and belief, after making proper enquiry, the information contained in or accompanying thisstatement is, in all material respect, true and correct and not misleading, whether by omission of any information or otherwise,and includes all the information required to be disclosed by the TC under the Takeover Code."For and on behalf of the Independent Directors Committeeof Nidhi Granites Ltd
Place: MumbaiDate: 19th January 2021 Sd/-Rajesh ChhedaChairman of the CommitteeDIN: 03406572
Nidhi Granites LimitedCIN NO: L51900MH1981PLC025677Regd. Office:9, Popat Bapa Shopping Centre, 2nd Floor Station Road,Santacruz (West), Mumbai 400054Email: [email protected] , Tel No: 022 2648 5481 / 2649 1040Website: www.nidhigranites.com SHRIRAM TRANSPORT FINANCE COMPANY LIMITEDCIN: L65191TN1979PLC007874Regd. Office: Sri Towers, 14A, South Phase, Industrial Estate, Guindy,Chennai - 600 032Tel No: +91 44 4852 4666 Fax: +91 44 4852 5666Website: www.stfc.in Email id: [email protected].
Recommendations of the Committee of Independent Directors (IDC) of NidhiGranites Ltd ("TC") on the Open Offer ("Offer") made by Mr. Darpan Shah togetherwith Mr. Devan Pandya as Person Acting in Concert with the Acquirer to thepublic shareholders of the Target Company under Regulation 26(7) of SEBI(Substantial Acquisition of Shares and Takeovers) Regulations, 2011 PUBLIC NOTICEPursuant to Regulation 29 read with Regulation 47 of the Securities and ExchangeBoard of India (Listing Obligations and Disclosure Requirements) Regulations,2015, Notice is hereby given that a meeting of Board of Directors of the Companywill be held on Thursday, January 28, 2021, inter-alia to consider and take onrecord the Unaudited Financial Results (Standalone and Consolidated) of theCompany for the third quarter and nine months ended December 31, 2020.
1.2.3.4. Date19th January 2021Name of the Target CompanyNidhi Granites Limited(TC)Details of the Offer pertainingOffer for acquisition of up to 1,95,000 fully paid up equity shares of face value of Rsto TC10/- each ("Equity Shares") representing 26% of the fully diluted voting equity share This intimation is also available on the Company's website at www.stfc.in and onthe Stock Exchanges website at www.bseindia.com and www.nseindia.comFor SHRIRAM TRANSPORT FINANCE COMPANY LIMITEDSd/-Date : January 18, 2021Umesh Revankar
Name(s) of the acquirer andPAC with the acquirer capital of the Target Company by the Acquirers and the Persons Acting in Concert("PACs") (as defined below) under Regulations 3(1) and 4 of the SEBI (SubstantialAcquisition of Shares and Takeovers) Regulations, 2011. (SEBI (SAST) Regulations").The Public Announcement dated November 19, 2020 (the "PA"), Detailed PublicStatement published on November 26, 2020 (the "DPS"), Draft Letter of Offer datedDecember 04, 2020 (the "DLoF") and Letter of Offer dated January 08, 2021 (the"LoF") have been issued by Pantomath Capital Advisors Private Limited, the Managerto the Open Offer on behalf of Mr. Darpan Shah ("Acquirer") together with Mr. DevanPandya ("Person Acting in concert").Acquirers:1) Mr. Darpan Shah Place : Mumbai Managing Director & CEO