Maitri Enterprises Limited — M&A Activity 2021

Dec 9, 2021

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Dt.: 9[th] December, 2021.

To, BSE Limited.

Floor 25 P.J. Towers, Dalal Street, Mumbai -400 001.

Subject: Acquisition of 100% Stake in BSA Marketing Private Limited. Scrip Symbol: 513430

Dear Sir/Ma’am,

With reference to the above mentioned subject, we would like to inform you that Maitri Enterprises LIMITED has acquired 100% stake in BSA MARKETING PRIVATE LIMITED , and with such acquisition BSA Marketing Pvt. Ltd. now becomes 100% Wholly Owned Subsidiary of the Company.

The Details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015, are given as under:

Sr. no.	Particulars	Details
1.	Name of the Target Entity, details in brief such as size, turnover etc,	BSA Marketing Private Limited (CIN :U51100GJ2005PTC047167 ) RegdOffice : Gayatri House, Ashok Vihar, Near Maitri Avenue Soc Opp. Govt. Eng. College, Motera, Sabarmati, Ahmedabad -05. Authorized Capital : 200,00,000/- Paid up Capital : 1,53,15,000/- Turn Over : Rs.5,53,55,629 /- (As per last audited balance sheet of i.e. 31.03.2021)
2.	Whether the acquisition would fallWithin related party transaction(s)and whether the	Yes,The Company has acquired 11,73,500 Equity shares of the Target Company out of total issued capital of 15,31,500 equity

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	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 doneat "arm's length";	shares from the Promoters/ Promoters Group and after acquisition the Target Company becomes Wholly Owned Subsidiary of the Company and now no Promoter/ promoter group/ group company remains interested in the Target Company. The acquisition price for equity shares are calculated based on the valuation report and it is done at “arm’s length”.
3.	Industry to which the entity being acquired belongs	Trading in Pharmaceuticals
4.	Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity);	The Target Company is engaged in distribution of pharmaceutical products and holds distribution rights of 4 companies for various products namely Alkem Laboratories Ltd, Nectar BiopharmaPvt Ltd, Gloria INC and Celebrity Biopharma Pvt. Ltd. for the territory of Gujarat State. Our Company is also engaged in distribution of pharmaceutical products and by such acquisition of 100% stake, the Company will get increase in its turnover and net profit (Consolidated).
5.	Brief details of any governmental or regulatory approval required for the acquisition	N.A.
6.	Indicative time period for completion of the acquisition	Completed

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7.	Nature of consideration: Whether cash consideration or Share swap and details the same	Cash. The Company has acquired 100% shareholding of the Target Company from its shareholders.
8.	Cost of acquisition or at the price at which the shares are acquired	The shares of the Target Company are acquired from its shareholders at Value of Rs. 22/- perEquity Shares, based on the valuation report. The aggregate amount of Consideration paid for acquisition of 100% holding i.e.15,31,500 Equity Shares is Rs.3,36,93,000/-.
9.	Percentage of share holding/ control acquired and / or number of share acquired	The Percentage of Shareholding acquired is100% of the Target Company i.e. 15,31,500Equity Shares of Rs.10/- each.
10.	Brief background about the entity acquired in terms of products / 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 [in brief)	Attached as Annexure

You are requested to take the same on your record.

Thanking you

Yours faithfully,

FOR MAITRI ENTERPRISES LIMITED

JAIKISHAN Digitally signed by JAIKISHAN RAMESHLAL RAMESHLAL AMBWANI Date: 2021.12.09 19:21:42 AMBWANI +05'30'

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JAIKISHAN AMBWANI DIRECTOR (DIN: 03592680)

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Annexure

Sr. No.	Particulars		Details	Details	Details	Details
1.	Brief background about the entity		TheBSA Marketing Private Limited (‘Target Company’) (CIN :U51100GJ2005PTC047167) is a company registered under the provisions of the Companies Act, 1956 and having its registered office at Gayatri House, Ashok Vihar, Near Maitri Avenue Soc Opp. Govt. Eng. College, Motera, Sabarmati, Ahmedabad -380 005. The Company is engaged in trading of pharmaceuticals products including generic and non-generic medicine and holds distribution rights of 4 companies for various products namely Alkem Laboratories Ltd, Nectar BiopharmaPvt Ltd, Gloria INC and Celebrity Biopharma Pvt. Ltd. for the territory of Gujarat State
2.	Date of Incorporation		29/11/2005
3.	History of last 3 years turnover		2018-19	2019-20	2020-21
			Rs. 7,35,62,849	Rs. 7,61,58,665	Rs. 5,53,55,629

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