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GFL LIMITED Major Shareholding Notification 2021

Nov 9, 2021

61605_rns_2021-11-09_1327b88b-d316-4a8c-a90a-bf73b19aa330.pdf

Major Shareholding Notification

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Date: 9[th] November 2021 To, To, National Stock Exchange of India Limited BSE Limited Exchange Plaza, Phiroze Jeejeebhoy Towers, Plot No. C/1, G Block, Dalal Street, Bandra Kurla Complex, Mumbai - 400 001 Bandra (East), Mumbai - 400 051 NSE Scrip Code: GFLLIMITED BSE Scrip Code: 500173

Dear Sirs,

Sub: Disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (‘Takeover Regulations’)

Target Company: GFL Limited

I, Mr. Vivek Kumar Jain am holding equity shares of GFL Limited as a part of the promoter group of GFL Limited. I have transferred 32.86% equity shares of GFL Limited to Mr. Pavan Kumar Jain, a part of promoter group of GFL Limited, by way of ‘inter-se’ transfer, which amounts to direct transfer of equity shares of GFL Limited under Regulation 3 of the Takeover Regulations. The direct transfer of equity shares of GFL Limited was pursuant to inter-se transfer of shares amongst qualifying persons as specified in Regulation 10(1)(a)(i) and also Regulation 10(1)(a)(ii) of Takeover Regulations.

Chapter V - Regulation 28(1) of the Takeover Regulations requires that disclosures under the said Chapter shall be of the aggregated shareholding and voting rights of the acquirer or promoter of the target company or every person acting in concert with him. The transfer of shares of the Target Company has not resulted in any change in the aggregated shareholding and voting rights of the promoter group of the Target Company. However, out of abundant precaution, the disclosure as prescribed under Regulation 29(2) of the Takeover Regulations in relation to the aforesaid transfer of shares is enclosed.

We request you to kindly take the same on record.

Thanking you,

Yours faithfully,

VIVEK Digitally signed by VIVEK KUMAR JAINDN: cn=VIVEK KUMAR JAIN c=IN o=Personal ou=Personal Reason: I am the author of this document KUMAR JAIN Location: Date: 2021-11-09 11:12+05:30

Vivek Kumar Jain

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

1.Name of the Target Company (TC) GFL Limited GFL Limited GFL Limited
2.Name(s) of the acquirer,Persons Acting in Concert (PAC)
with the acquirer and seller.
Acquirer:
Pavan Kumar Jain
PAC:
Devendra Kumar Jain
Siddharth Jain
Hem Kumari
Kapoor Chand Jain
Nayantara Jain
Inox Chemicals LLP
Siddho Mal Trading LLP
Seller:
Vivek Kumar Jain
3.Whether the acquirer belongs to Promoter/Promoter group Yes, the Acquirer forms part of the Promoter/
Promoter Group/ PAC
4.Name(s) of the Stock Exchange(s) where the shares of TC
are Listed
BSE Limited
National Stock Exchange of India Limited
5.Details of the acquisition / disposal as follows Number % w.r.t .total
share/voting
capital
wherever
applicable(*)
% w.r.t. total
diluted
share/voting
capital of the
TC (**)
6.Before the acquisition under consideration, holding of
seller along with PACs of (Please seeTable 1):
a) Shares carrying voting rights
b) Shares in the nature of encumbrance (pledge/ lien/ non-
disposal undertaking/ others)
c) Voting rights (VR) otherwise than by shares
d) Warrants/convertible securities/any other instrument that
entitles the acquirer to receive shares carrying voting rights
in the T C (specify holding in each category)
e) Total (a+b+c+d)
7,54,92,611
Nil
Nil
Nil
7,54,92,611
68.72%
Nil
Nil
Nil
68.72%
68.72%
Nil
Nil
Nil
68.72%
7.Details of acquisition/sale
a) Shares carrying voting rights acquired/sold
(Please seeTable 1)
3,60,98,335
32.86%
32.86%
b) VRs acquired /sold otherwise than by shares
c) Warrants/convertible securities/any other instrument that
entitles the acquirer to receive shares carrying voting rights
in the TC (specify holding in each category) acquired/sold
d) Shares encumbered / invoked/released by the acquirer
e) Total (a+b+c+/-d)
Nil
Nil
Nil
3,60,98,335
N.A.
N.A.
N.A.
32.86%
N.A.
N.A.
N.A.
32.86%
8.After the acquisition/sale, holding of seller along with
PACs of (Please seeTable 1):
a) Shares carrying voting rights
b) Shares encumbered with the acquirer
c) VRs otherwise than by shares
d) Warrants/convertible securities/any other instrument that
entitles the acquirer to receive shares carrying voting rights
in the TC (specify holding in each category) after acquisition
e) Total (a+b+c+d)
7,54,92,611
Nil
Nil
Nil
7,54,92,611
68.72%
Nil
Nil
Nil
68.72%
68.72%
Nil
Nil
Nil
68.72%
9.Mode of acquisition / sale (e.g. open market / off-market /
public issue / rights issue / preferential allotment / inter-se
transfer etc).
The equity shares have been transferred by way
of inter-se transfer, without monetary
consideration through off market transaction.
10.Date of acquisition / sale of shares / VR or date of receipt of
intimation of allotment of shares, whichever is applicable

8thNovember 2021
11.Equity share capital / total voting capital of the TC before
the said acquisition / sale
INR 10,98,50,000/- divided into 10,98,50,000
Equity Shares of INR 1/- each fully paid up.
12.Equity share capital/ total voting capital of the TC after the
said acquisition / sale
INR 10,98,50,000/- divided into 10,98,50,000
Equity Shares of INR 1/- each fully paid up.
13.Total diluted share/voting capital of the TC after the said
acquisition
INR 10,98,50,000/- divided into 10,98,50,000
Equity Shares of INR 1/- each fully paid up.

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

(**) Diluted share/voting capital means the total number of shares in the TC assuming full conversion of the outstanding convertible securities/warrants into equity shares of the TC.

Digitally signed by VIVEK KUMAR JAIN VIVEK DN: cn=VIVEK KUMAR JAIN c=IN o=Personal ou=Personal Reason: I am the author of this KUMAR JAIN documentLocation: Date: 2021-11-09 11:12+05:30

Vivek Kumar Jain

Date: 9[th] November, 2021 Place: Delhi

TABLE 1

Shareholding of acquirer(s), PACs and seller individually in TC (in terms of no. & as a percentage of the total share/voting capital of the TC) before and after the acquisition:

Sr.No Name of the
Shareholders
Shares held before the acquisition Shares held after the
acquisition
Shares held after the
acquisition
No. of equity shares % w.r.t total
share
capital
/ voting
rights of TC
No. of equity
shares
% w.r.t
total share
capital
/ voting
rights of
TC
Acquirer(s) and PACs
(other than Seller(s) (*)
Acquirer(s)
1,02,09,677 9.30% 4,63,08,012 42.15%
Pavan KumarJain
Sub Total 1,02,09,677 9.30% 4,63,08,012 42.15%
PACS[other than seller] - - - -
Devendra Kumar Jain 20,100 0.02% 20,100 0.02%
Siddharth Jain 1,48,07,953 13.48% 1,48,07,953 13.48%
Hem Kumari 10,000 0.01% 10,000 0.01%
Kapoor Chand Jain 10,000 0.01% 10,000 0.01%
Nayantara Jain 93,62,056 8.53% 93,62,056 8.53%
Inox Chemicals LLP 29,55,230 2.69% 29,55,230 2.69%
Siddho Mal Trading LLP 20,19,260 1.84% 20,19,260 1.84%
Sub Total 2,91,84,599 26.56% 2,91,84,599 26.56%
Seller(s)
Vivek Kumar Jain 3,60,98,335 32.86% - -
Sub Total 3,60,98,335 32.86% - -
Total 7,54,92,611 68.72% 7,54,92,611 68.72%