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Hindustan Copper Ltd. — Major Shareholding Notification 2021
Sep 20, 2021
61586_rns_2021-09-20_5e7f81e7-d4ba-490c-8ff2-7bd2c97e0946.PDF
Major Shareholding Notification
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भारत सरकार खान मंत्रालय शास्त्री भवन, नई दिल्ली-110 001
GOVERNMENT OF INDIA MINISTRY OF MINES SHASTRI BHAWAN, NEW DELHI-110 001
Date: September 20, 2021
To:
Hindustan Copper Limited Shastri Bhawan, Dr. Rajendra Prasad Road, New Delhi -110 001
The Managing Director BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street Mumbai, India 400 001
The Managing Director The National Stock Exchange of India Limited Exchange Plaza, Plot no. C/1, G Block, Bandra Kurla Complex, Bandra (East) Mumbai, India 400 051
Sub: Disclosure of change in shareholding under regulation 29(2) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (the "SEBI Takeover Regulations") of Hindustan Copper Limited (the "Company")
Dear Sirs.
We refer to the notice dated September 15, 2021 ("Notice") sent by the Seller to the Stock Exchanges and the intimation dated September 16, 2021 for exercising the Oversubscription Option (defined below) (the "Oversubscription Option Exercise Notice" and together with the Notice, the "Notices") pursuant to which, the Promoter (the "Seller") proposed to sell up to 48,351,201Equity Shares of the Company, (representing 5% of the total issued and paid up equity share capital of the Company) ("Base Offer Size"), on September 16, 2021, ("T day") (for non-Retail Investors only) and on September 17, 2021 ("T+1 day") (for Retail Investors and for non-Retail Investors who choose to carry forward their un-allotted bids) and additionally sell up to 48,351,201 Equity Shares (representing 5% of the total issued and paid up equity share capital of the Company) (the "Oversubscription Option") through a separate, designated window of the BSE Limited (the "BSE") and the National Stock Exchange of India Limited ("NSE", and together with the BSE, the "Stock" Exchanges"), collectively representing 10% of the total issued and paid up equity share capital of the Company (held in dematerialized form in one or more demat accounts with the relevant depository participant), in accordance with the OFS Guidelines (defined hereinafter) (such offer for sale hereinafter referred to as the "Offer"). In this regard, we wish to inform you that the President of India, acting through the Ministry of Mines, Government of India, has sold 61,466,049 Equity Shares of the Company on September 16, 2021 to non-Retail bidders on the basis of valid bids received on T day (i.e., September 16, 2021).
The above sale of shares was undertaken in accordance with circular number CIR/MRD/DP/18/2012 dated July 18, 2012 notified by the Securities and Exchange Board of India ("SEBI") pertaining to comprehensive guidelines on offer for sale of shares by promoters through the stock exchange mechanism, as amended by circular number CIR/MRD/DP/04/2013 dated January 25, 2013, circular number CIR/MRD/DP/17/2013 dated May 30, 2013, circular number CIR/MRD/DP/24/2014 dated August 8, 2014, circular number CIR/MRD/DP/32/2014 dated December 1, 2014, circular number CIR/MRD/DP/12/2015 dated June 26, 2015, circular number CIR/MRD/DP/36/2016 dated February 15, 2016, circular number CIR/MRD/DP/65/2017 dated June 27, 2017 and circular number SEBI/HO/MRD/DOPI/CIR/P/2018/159 dated December 28, 2018 ("SEBI OFS Circular") read with Section 21 of Chapter 1 of the Master Circular for Stock Exchange and Clearing Corporation circular no. SEBI/HO/MRD/DP/CIR/P/117 dated October 25, 2019 issued by SEBI, (together with SEBI OFS Circular, the "SEBI OFS Circulars"), read with (a) "Revised Operational Guidelines for Offer for Sale (OFS) Segment" issued by BSE by way of its notice bearing no. 20200701-27 and dated July 1, 2020 and, to the extent applicable, the previous notices issued by BSE in this regard; and (b)
Halcolini I BRAIDERTY/LAKSHMI SUBRAMANIAN अवर सचिव/Under Secretary BILL ASSESS / Winistry of Mines AIREL REVENUE / Govt. of India FE RECENT / New Delhi
"Offer for Sale- Introduction of Interoperability" issued by NSE by way of its circular bearing no. 51/2020 and dated June 30, 2020 and, to the extent applicable, the previous circulars issued by NSE in this regard(together with the SEBI OFS Circulars, the "OFS Guidelines").
As required under regulation 29(2) of the SEBI Takeover Regulations, we enclose with this letter, a disclosure of the change in our shareholding in the Target Company, pursuant to the above sale of shares. The enclosed disclosure is in the relevant format notified by SEBI in respect of regulation 29(2) of the SEBI Takeover Regulations.
This letter is intended for the information and records of the Target Company and the Stock Exchanges.
नई दिल्ली / New Delhi
Sincerely,
Under Secretary
Encl: a/a
For and on behalf of the President of India
Ministry of Mines, Government of India
Ministry of Mines, Government of India
लक्ष्मी सुब्रमणियन्/LAKSHMI SUBRAMANIAN $20.9.20$ अवर सचिव/Under Secretary खान मंत्रालय / Ministry of Mines Lakshmi Subramanian भारत सरकार / Govt. of India
DISCLOSURES UNDER REGULATION 29(2) OF THE SEBI (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 2011
| Name of the Target Company (or TC) | Hindustan CopperLimited (the "Company") | ||||
|---|---|---|---|---|---|
| Name(s) of the aequirer/ seller and persons acting in concert (PACs) with the acquirer/seller |
The President of India, acting through the Ministry of Mines, Government of India (the "Seller") |
||||
| Whether the acquirer/ seller belongs to the promoter/ promoter group |
Yes, the Seller is the promoter of the Company | ||||
| Name(s) of the stock exchange(s) where the shares of the TC are listed |
BSE and NSE | ||||
| Details of the acquisition/ disposal as follows: |
Number | % w.r.t. total share/voting capital, wherever applicable 1 |
% w.r.t. total diluted share/ voting capital of the $TC^2$ |
||
| Before the acquisition/ disposal under consideration, holding of: |
|||||
| a) | Shares carrying voting rights | 703,587,852 equity shares | 72.76% | 72.76% | |
| b) | Shares the in 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 seller to receive shares carrying voting rights in the TC (specify holding in each category) |
||||
| e) | Total $(a+b+c+d)$ | 703,587,852 equity shares | 72.76% | 72.76% |
&#Y JOB HISTORIALIST CONTRACTOR SOFTWARES**
| | dated May 30, 2013, circular number CIR/MRD/DP/24/2014
x27;Note to seller: The information here should be taken from the latest filing made by the company under clause 35 of the stock exchange listing agreement.
& | dated May 30, 2013, circular number CIR/MRD/DP/24/2014
lt;sup>2 | dated May 30, 2013, circular number CIR/MRD/DP/24/2014
Note to seller: Diluted share/ voting capital shall mean the total number of outstanding shares of the company, assuming full conversion of any outstanding convertible securities or warrants into equity shares.

| Details of acquisition/sale | ||||
|---|---|---|---|---|
| a) | Shares carrying voting rights aequired/sold |
61,466,049 equity shares | 6.35% | 6.35% |
| b) | VRs acquired/ sold otherwise than by shares |
|||
| $\mathbf{c})$ | Warrants/ convertible securities/ any other instrument that entitles the acquirer/ seller to receive shares carrying voting rights in the TC (specify holding in each category) acquired/ sold |
|||
| $\rm d)$ | Sharesistry of Mines, Government of India |
ACON TREAT SUBRAMANIAN
encumbered/
invoked/
released by the aequirer/ seller | | | |
| $\mathbf{e})$ | Total $(a+b+c+d)$ | $61,466,049$ equity shares | 6.35% | 6.35% |
| After the acquisition/ sale, holding of: | | | | |
| a) | Shares carrying voting rights | 642,121,803 equity shares | 66.40% | 66.40% |
| b) | Shares
encumbered
with
the
aequirer/ seller | | | |
| C) | VRs otherwise than by shares | | | |
| d) | Warrants/ convertible securities/
any other instrument that entitles
the acquirer/ seller to receive
shares carrying voting rights in the
TC (specify holding in
each
category) after acquisition | | | |
| e) | Total $(a+b+c+d)$ | 642,121,803 equity shares | 66.40% | 66.40% |
| Mode of acquisition/ sale (e.g. open
market/ off-market/ public issue/ rights
issue/ preferential allotment/ inter-se
transfer, etc.) | | The Seller sold shares of the Company on a separate,
designated window of the Stock Exchanges.
This sale of shares was undertaken in accordance with circular
number CIR/MRD/DP/18/2012 dated July 18, 2012 notified by
SEBI pertaining to comprehensive guidelines on offer for sale
of shares by promoters through the stock exchange mechanism,
as amended by circular number CIR/MRD/DP/04/2013 dated
January 25, 2013, circular number CIR/MRD/DP/17/2013 | | |
CALOWY JOB HISTORIALIST CONTRACTOR SOFTWARES
| dated May 30, 2013, circular number CIR/MRD/DP/24/2014 dated August 8, 2014, circular number CIR/MRD/DP/32/2014 dated December 2014, 1. circular number CIR/MRD/DP/12/2015 dated June 26, 2015, circular number CIR/MRD/DP/36/2016 dated February 15, 2016, circular number CIR/MRD/DP/65/2017 dated June 27, 2017 and circular number SEBI/HO/MRD/DOPI/CIR/P/2018/159 dated December 28, 2018 ("SEBI OFS Circular") read with Section 21 of Chapter 1 of the Master Circular for Stock Exchange and Clearing Corporation circular no. |
|
|---|---|
| SEBI/HO/MRD/DP/CIR/P/117 dated October 25, 2019 issued by SEBI, (together with SEBI OFS Circular, the "SEBI OFS Circulars"), read with (a) "Revised Operational Guidelines for Offer for Sale (OFS) Segment" issued by BSE by way of its notice bearing no. 20200701-27 and dated July 1, 2020 and, to the extent applicable, the previous notices issued by BSE in this and regard; (b) "Offer for Sale- Introduction $\sigma f$ Interoperability" issued by NSE by way of its circular bearing no. 51/2020 and dated June 30, 2020 and, to the extent applicable, the previous circulars issued by NSE in this regard(together with the SEBI OFS Circulars, the "OFS Guidelines"). |
|
| Date of acquisition/ sale of shares/ VR, or date of receipt of intimation of allotment of shares, whichever is applicable |
September 16, 2021 |
| Equity share capital/ total voting capital of the TC before the said acquisition/sale |
INR 4,835,120,100(comprising 967,024,020 shares having a face value of INR 5 each)* |
| Equity share capital/ total voting capital of the TC after the said acquisition/sale |
INR 4,835,120,100(comprising 967,024,020 shares having a face value of INR 5 each) * |
| Total diluted share/ voting capital of the TC after the said acquisition/sale |
INR 4,835,120,100(comprising 967,024,020 shares having a face value of INR 5 each) * |
* There is no change in the paid up share capital of the Target Company on account of sale of shares by the Promoter (i.e. the President of India acting through the Ministry of Mines)through the OFS Mechanism as per the SEBI Guidelines and Circulars, as the said sale is secondary in nature.
MINE Condary in MRT REGIST / New Dalni
MRT REGIST / Govt, of India
MRT REGIST / New Dalni
For and on behalf of the President of India
Ministry of Mines, Government of India
ACON TREAT SUBRAMANIAN
Lakshmi Subramanian
Under Secretary
Under Secretary
Under Secretary
Under Secretary
Under Secretary
Under Secretary
Under Secretary
Alto Ministry of Mines, Government of India
Ministry of M
Date:September 20, 2021
Place: New Delhi
******