Josts Engineering Co. Ltd. — Capital/Financing Update 2023

Mar 30, 2023

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30[th] March, 2023

To, The Secretary, BSE Ltd., Phiroze Ieejeebhoy Towers, Dalal Street, Mumbai- 400001

Scrip Code- 505750 Sub: Intimation of investment in Subsidiary Company i.e. MHE Rentals India Private Limited.

Dear Sir/Madam,

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 [SEBI (LODR)], we would like to inform that the Board of Directors at their meeting held on Monday, 27[th] March, 2023, had approved the investment by way of purchase of 39,73,800 Equity Shares of MHE Rentals India Private Limited (“MHE Rentals”), a Subsidiary Company, from the existing shareholders, in more than one tranche, at a price arrived by the Registered Valuer, consequent to the completion of which MHE Rentals will become Wholly Owned Subsidiary of the Company.

Out of the approved investment by way of purchase of 39,73,800 Equity Shares of MHE Rentals, the Company has purchased 19,86,900 Equity shares of MHE Rentals on 29[th] March, 2023 at Rs. 17.30 per share from the existing shareholders of MHE Rentals i.e. 752,750 Equity shares from Mr. Jai Prakash Agarwal and 240,250 Equity shares from Mr. Rajendra Kumar Agarwal and 9,93,900 Equity shares from Mr. Vishal Jain.

The details required under the Regulation 30 of SEBI(LODR) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9[th] September, 2015, are enclosed as Annexure-A.

This is for your information and records.

Thanking You,

Yours Faithfully, For Jost’s Engineering Company Limited

Babita Digitally signed by Babita Kumari Kumari Date: 2023.03.30 13:22:23 +05'30' Babita Kumari Company Secretary M. No.: A40774

Encl: As above

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Annexure-A

		Annexure-A
Sr. No	Particulars	Details
1	Name of the target entity, details in brief such as size, Turnover etc	MHE Rentals India Private Limited (“MHE Rentals”), Subsidiary of the Company incorporated on 21st December, 2016. Authorised Share Capital: Rs. 13,00,00,000 Paid up share Capital: Rs. 9,99,18,000 Turnover for the financial year 2021-22: Rs.1271.53 Lakhs
2	Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at 'arm's length".	The Subsidiary Company is a related party of the Company. Two promoter directors of Jost’s Engineering Company Limited are director and/or shareholder of the MHE Rentals. One of the promoter is also a shareholder of MHE Rentals. The Company has also taken prior approval of the Audit Committee. The proposed investment in Subsidiary Company is at arm’s length basis.
3	Industry to which the entity being acquired belongs.	MHE Rentals is engaged in equipment rental business.
4	Objects and effects of acquisition including but not limited to, disclosure of reasons for acquisition of	NA

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	target entity if its business is outside the main line of business of target entity.
5	Brief details of any governmental or regulatory approvals required for the acquisition.		NA
6	Indicative time period for completion of the acquisition.		29thMarch, 2023
7	Nature of consideration - whether cash consideration or share swap and details of the same.		Cash consideration
8	Cost of acquisition or the price at which the shares are acquired.		Purchase of 19,86,900 Equity Shares for a consideration aggregating to Rs. 34,373,370/-
9	Percentage of shareholding control acquired and /or number of shares acquired.		19.88%/ 19,86,900 Equity Shares
10	Brief background about the entity acquired in terms of product/line of business acquired, date of incorporation, history of last 3 years turnover, country in which the acquired entity has presence and any other significant information.		MHE Rentals was incorporated on 21st December, 2016, as a private limited company under the Companies Act, 2013. Currently, the registered office of the Company is situated at Thane, Maharashtra, India. This Company is engaged in the equipment rental business. S. No. Financial Year Turnover (Rs. In Lakhs) 1 2021-22 1271.53 2 2020-21 1084.14 3 2019-20 1228.39 Post acquisition, MHE Rentals would become Wholly Owned Subsidiary of the Company.

Babita Digitally signed by Babita Kumari Date: 2023.03.30 Kumari 13:22:46 +05'30'