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Inox Wind Limited — Major Shareholding Notification 2021
Nov 9, 2021
59313_rns_2021-11-09_1cba86d8-029b-44fa-8e1c-5d7a37ed31e5.pdf
Major Shareholding Notification
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Date: 9[th] November, 2021
| To, National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051 NSEScrip Code: INOXWIND |
To, BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 BSEScrip Code:539083 |
|---|---|
Dear Sirs,
Subject: Report under Regulation 10(6) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Regulations”)
Target Company: Inox Wind Limited
I, Mr. Vivek Kumar Jain am holding equity shares of Inox Leasing and Finance Limited, as a part of the promoter group of Inox Leasing and Finance Limited. I have acquired from Mr. Pavan Kumar Jain, a part of promoter group of Inox Leasing and Finance Limited, by way of ‘inter-se’ transfer, cumulatively, 47.25% equity shares of Inox Leasing and Finance Limited which holds 52.93% stake in Inox Wind Energy Limited and Inox Wind Energy Limited holds 50.53% stake in Inox Wind Limited, making Inox Leasing and Finance Limited as the ultimate holding company of Inox Wind Limited, which amounts to indirect acquisition of equity shares of Inox Wind Limited under Regulation 3 read with Regulation 5 of the Takeover Regulations. The indirect acquisition of shares of Inox Wind Limited was pursuant to interse transfer of shares amongst qualifying persons as specified in Regulation 10(1)(a)(i) of Takeover Regulations.
The Report as prescribed under Regulation 10(6) of the Takeover Regulations as amended by SEBI Circular No. SEBI/HO/CFD/DCR1/CIR/P/2016/52 dated May 2, 2016 setting out the details of the said indirect acquisition of equity shares of Inox Wind Limited by way of inter-se transfer is enclosed herewith.
The necessary intimation under Regulation 10(5) of the Takeover Regulations for the said indirect acquisition, in the prescribed format, has already been submitted vide letter dated 28[th] October, 2021.
Kindly take the information 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 11:24+05:30
Mr. Vivek Kumar Jain
Encl.: As above.
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Format for Disclosures under Regulation 10(6) –Report to Stock Exchanges in respect of any acquisition made in reliance upon exemption provided for in Regulation 10 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
| 1. | Name of the Target Company (TC) | Name of the Target Company (TC) | Inox Wind Limited | Inox Wind Limited |
|---|---|---|---|---|
| 2. | Name of the acquirer(s) | Mr. Vivek Kumar Jain | ||
| 3. | Name of the stock exchange where shares of the TC are listed |
BSE Limited National Stock Exchange of India Limited |
||
| 4. | Details of the transaction including rationale, if any, for the transfer/ acquisition of shares. |
The Acquirer has not directly acquired equity shares of the TC but has acquired 47.25% equity shares of Inox Leasing and Finance Limited, which holds 52.93% stake in Inox Wind Energy Limited which in turn holds 50.53% stake in TC as part of the promoter group pursuant to family settlement between some of the promoters and promoter group to align the ultimate ownership with the management of the Target Company. Please refer Annexure A for number of shares of Inox Leasing and Finance Limited acquired bythe Acquirer. |
||
| 5. | Relevant regulation under which the acquirer is exempted from making open offer. |
10(1)(a)(i) | ||
| 6. | Whether disclosure of proposed acquisition was required to be made under regulation 10(5) and if so, -whether disclosure was made and whether it was made within the timeline specified under the regulations. -date of filing with the stock exchange. |
Yes 28thOctober, 2021 |
||
| 7. | Details of acquisition | Disclosures required to be made under regulation 10(5) |
Whether the disclosures under regulation 10(5) are actually made |
|
| a. | Name of the transferor / seller | Annexure A | Yes | |
| b. | Date of acquisition | 8thNovember, 2021 | ||
| c. | Number of shares/ voting rights in respect of the acquisitions from each person mentioned in 7(a) above |
The Acquirer has not directly acquired equity shares of the TC but has acquired 47.25% equity shares of Inox Leasing and Finance Limited, which holds 52.93% stake in Inox Wind Energy Limited which in turn holds 50.53% stake in TC as part of the promoter group. Please refer Annexure A for number of shares of Inox |
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| Leasing and Finance Limited acquired by the Acquirer. |
Leasing and Finance Limited acquired by the Acquirer. |
||||||
|---|---|---|---|---|---|---|---|
| d. | Total shares proposed to be acquired / actually acquired as a % of diluted share capital of TC |
Annexure A | |||||
| e. | Price at which shares are proposed to be acquired / actually acquired |
The Acquirer has not directly acquired equity shares of the TC but has acquired 47.25% equity shares of Inox Leasing and Finance Limited, which holds 52.93% stake in Inox Wind Energy Limited which in turn holds 50.53% stake in TC as part of the promoter group. |
|||||
| 8 . |
Shareholding details | Pre-Transaction | Post-Transaction | ||||
| No. of shares held |
% w.r.t total share capital of TC |
No. of shares held |
% w.r.t total share capital of TC |
||||
| a | Each Acquirer / Transferee: | ||||||
| Acquirer | |||||||
| Vivek Kumar Jain | - | - | - | - | |||
| Sub-total | - | - | - | - | |||
| PACs[other than Seller(s)] | |||||||
| Siddhapavan Trading LLP | 1,55,50,000 | 7.015% | 1,55,50,000 | 7.015% | |||
| Devansh Trademart LLP | 1,77,73,007 | 8.01% | 1,77,73,007 | 8.01% | |||
| Inox Leasing and Finance Limited | 44,50,000 | 2.005% | 44,50,000 | 2.005% | |||
| Inox Wind Energy Limited | 11,21,39,470 | 50.53% | 11,21,39,470 | 50.53% | |||
| Sub-total | 14,99,12,477 | 67.55% | 14,99,12,477 | 67.55% | |||
| b | Each Seller / Transferor: | ||||||
| Pavan Kumar Jain | - | - | - | - | |||
| Sub-Total | - | - | - | - | |||
| Total | 14,99,12,477 | 67.55% | 14,99,12,477 | 67.55% |
VIVEK Digitally signed by VIVEK KUMAR JAINDN: cn=VIVEK KUMAR JAIN c=IN o=Personal ou=Personal KUMAR JAIN Reason: I am the author of this documentLocation: Date: 2021-11-09 11:24+05:30
Mr. Vivek Kumar Jain (Acquirer) Date: 9[th] November, 2021 Place: Delhi
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Annexure A
Indirect transfer of equity shares of Inox Wind Limited amongst immediate relatives (qualifying persons)
| No. of equity | % equity | |
|---|---|---|
| Name of the Company whose equity shares are transferred |
shares held in Inox Wind Energy Limited |
holding in Inox Wind Energy Limited |
| Inox Leasing and Finance Limited (Details given in Note 1) |
58,14,902 | 52.93% |
| **Total ** | **58,14,902 ** | 52.93% |
Note 1
Transfer of equity shares of Inox Leasing and Finance Limited
| No. of equity shares |
||
| % equity holding |
||
| Particulars | ||
| transferred | ||
| Transferor’s Name | ||
| Mr. Pavan Kumar Jain | 47,22,084 | 47.25% |
| Total | 47,22,084 | 47.25% |
| Transferee’s Name | ||
| Mr. Vivek Kumar Jain | 47,22,084 | 47.25% |
| Total | 47,22,084 | 47.25% |
Note:
The Transferor’s equity stake in Inox Leasing and Finance Limited had increased from 12.58% to 47.25% on transfer of 10,80,032 equity shares by Nayantara Jain (wife), 23,42,586 equity shares by Siddharth Jain (son) and 42,247 equity shares by Shreyasi Goenka (daughter) as disclosed by Mr. Pavan Kumar Jain under Regulation 10(5) of the Takeover Regulations dated 27[th] September 2021 and on transfer of 1,25,000 equity shares by Ishita Jain (daughter-in-law).
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