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NOCIL Ltd Major Shareholding Notification 2021

Apr 16, 2021

60460_rns_2021-04-16_22a6bb36-7055-4b66-8434-114b1cf8c404.pdf

Major Shareholding Notification

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8th April 2021

The Secretary The National Stock Exchange of
The Bombay Stock India Ltd.
Exchange Limited Exchange Plaza
"P.J. Towers" Bandra Kurla Complex,
Dalal Street Bandra (East)
Mumbai-400 001 Mumbai-400 051
BSE Code: 500730 Symbol: NOCIL

Dear Sir,

Sub.: Disclosure under Regulation 30(1), 30(2) and 31(4) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011

Ref.: NOCIL Limited – Stock Code: 500730


I, Hrishikesh A. Mafatlal, along with members of the Promoter Group and Persons Acting in Concert, hereby make disclosure as per Annexure A enclosed, under Regulation 30(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 in respect of Equity Shares held as on 31st March 2021.

We have encumbered 64,92,062 Equity Shares as on 31st March 2021 more particularly mentioned in the enclosed Annexure B.

Pursuant to Regulation 31(4) of the aforementioned Regulations, I wish to state that I along with the members of the Promoter Group and Persons Acting in Concert, have not made any encumbrance directly or indirectly, other than those already disclosed during the financial year more particularly mentioned in Annexure B.

Kindly acknowledge receipt of the same.

Thanking you,

Yours faithfully,

Hrishikesh A. Mafatlal (Promoter)

Encl: as above

Part A –Details of Shareholding
1. Name of the Target Company NOCIL Limited
2. Name(s)ofthestockexchangeswhere the shares of the TC are listed 1.BSELimited2.National Stock Exchangeof India Limited
3. Particulars of shareholder(s)
a. Nameofperson(s)togetherwithPersons Acting in Concert (PAC)whose total holding (including that intheformofshares,warrants,convertible securities and any otherinstrumentthatwouldentitletheholder to receive shares in the TC) ismore than 25 % of the voting rights ofthe TC.
Or
b. Name(s) of promoter(s) member ofthe promoter group and PAC with him As per list annexed
4. Particulars of the shareholding ofperson(s) mentioned at (3) above Numberofshares % w.r.t. totalshare / votingcapitalwhereverapplicable %oftotaldiluted share/votingcapital of TC(*)
As of 31st March 2021, holding of:
a. Shares 5,63,91,184 33.93% 33.93
b. Votingrights(otherwisethanbyshares) - - -
c. Warrants - - -
d. Convertible Securities - - -
e. Anyotherinstrumentthatwouldentitle the holder to receive shares inthe TC - - -
Total 5,63,91,184 33.93% 33.93%

Note:

  1. (*) 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.

  2. In case of promoter(s) making disclosure under regulation 30(2), no additional disclosure under regulation 30(1) is required.

Date: 8

Place : Mumbai Hrishikesh A. Mafatlal th April 2021 (Promoter)

Part B

Name of the Target Company: NOCIL Limited

Name (s) of the person and Persons Acting inConcert (PAC) with the person WhetherthepersonbelongstoPromoter/Promoter group
HRISHIKESH A MAFATLAL Yes
HRISHIKESH Arvind MAFATLAL (as a trustee ofthe Gurukripa trust) Yes
Hrishikesh Arvind Mafatlal (as a Trustee of KarunaTrust ) Yes
HrishikeshArvindMafatlal(asaTrusteeofNarsingha Trust) Yes
Hrishikesh Arvind Mafatlal (as a Trustee of ShrijaTrust) Yes
Rekha Hrishikesh Mafatlal (as a Trustee of RadhaRaman Trust) Yes
PRIYAVRATA MAFATLAL Yes
REKHA HRISHIKESH MAFATLAL Yes
MAFATLAL INDUSTRIES LTD Yes
SUREMI TRADING PRIVATE LIMITED Yes
SUSHRIPADA INVESTMENTS PVT LTD Yes
SUMIL HOLDINGS PRIVATE LTD Yes

Date: 8

Place : Mumbai Hrishikesh A. Mafatlal th April 2021 (Promoter)

Annexure A

NOCIL Limited

Sr. No. Name of Promotor(s), member ofthe promoter group and PersonsActing in Concert (PAC) with him No. ofShares % w.r.t.total share/votingcapitalwhereverapplicable % of totaldilutedshare/votingcapital ofTC (*)
1 Hrishikesh A Mafatlal* 900 0.00 0.00
2 Rekha Hrishikesh Mafatlal 760 0.00 0.00
3 PriyavrataHrishikesh Mafatlal* 12,056 0.01 0.01
4 Mafatlal Industries Ltd 2,52,59,059 15.20 15.20
5 HRISHIKESH Arvind MAFATLAL (asa trustee of the Gurukripa trust)* 100 0.00 0.00
6 HrishikeshArvindMafatlal(asaTrustee of Karuna Trust ) 100 0.00 0.00
7 HrishikeshArvindMafatlal(asaTrustee of Narsingha Trust) 100 0.00 0.00
8 HrishikeshArvindMafatlal(asaTrustee of Shrija Trust) 100 0.00 0.00
9 RekhaHrishikeshMafatlal(asaTrustee of Radha Raman Trust) 100 0.00 0.00
10 Suremi Trading Pvt. Ltd.* 2,15,99,859 12.99 12.99
11 Sumil Holdings Pvt. Ltd. 220 0.00 0.00
12 Sushripada Investments Pvt. Ltd.* 95,17,830 5.73 5.73
Total 5,63,91,184 33.93% 33.93%

*Note- Pursuant to scheme of Amalgamation of Suremi Trading Private Limited (Transferor Company 1) and Sushripada Investment Private Limited (Transferor Company 2) with Nocil Limited (Transferee Company )sanctioned by Hon'ble National Company law Tribunal ,Mumbai Bench .In accordance with the said scheme Amalgamation Committee of the Company on 30th March, 2021 approved the allotment of 3,11,17,689 shares to the shareholder of the Transferor Company 1 and Transferor Company 2 .Further the existing shares held by Transferor Company 1 and Transferor Company 2 in the Share Capital of the Transferee Company have been cancelled pursuant to scheme. While the formalities for change in holding is still on going. Necessary disclosures under SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 regarding allotment of shares pursuant to scheme were filed by Mr. Hrishikesh Mafatlal, Mr. Priyavrata Mafatlal and Mr. Hrishikesh Arvind Mafatlal as a Trustee of Gurukripa Trust on 31st March, 2021 with the Exchanges intimating the transactions on the basis of Scheme of Arrangement.

Place : Mumbai Hrishikesh A. Mafatlal th April 2021 (Promoter)

Date: 8

Annexure B

Sr.No. Name of Promotor(s), member of the promoter group and PersonsActing in Concert (PAC) with him No. of Shares % w.r.t. totalshare/ votingcapital whereverapplicable No. of sharespledged
1 Hrishikesh A Mafatlal* 900 0.00 0
2 Rekha Hrishikesh Mafatlal 760 0.00 0
3 PriyavrataHrishikesh Mafatlal* 12,056 0.01 0
4 Mafatlal Industries Ltd 2,52,59,059 15.20 64,92,062
5 HRISHIKESH Arvind MAFATLAL (as a trustee of the Gurukripa trust)* 100 0.00 0
6 Hrishikesh Arvind Mafatlal (as a Trustee of Karuna Trust ) 100 0.00 0
7 Hrishikesh Arvind Mafatlal (as a Trustee of Narsingha Trust) 100 0.00 0
8 Hrishikesh Arvind Mafatlal (as a Trustee of Shrija Trust) 100 0.00 0
9 Rekha Hrishikesh Mafatlal (as a Trustee of Radha Raman Trust) 100 0.00 0
10 Suremi Trading Pvt. Ltd.* 2,15,99,859 12.99 0
11 Sumil Holdings Pvt. Ltd. 220 0.00 0
12 Sushripada Investments Pvt. Ltd.* 95,17,830 5.73 0
Total 5,63,91,184 33.93% 64,92,062

Number of shares encumbered by Promoter and Promoter group companies as on 31st March 2021

Yours faithfully,

Hrishikesh A. Mafatlal

(Promoter)

*Note- Pursuant to scheme of Amalgamation of Suremi Trading Private Limited (Transferor Company 1) and Sushripada Investment Private Limited (Transferor Company 2) with Nocil Limited (Transferee Company )sanctioned by Hon'ble National Company law Tribunal ,Mumbai Bench .In accordance with the said scheme Amalgamation Committee of the Company on 30th March, 2021 approved the allotment of 3,11,17,689 shares to the shareholder of the Transferor Company 1 and Transferor Company 2 .Further the existing shares held by Transferor Company 1 and Transferor Company 2 in the Share Capital of the Transferee Company have been cancelled pursuant to scheme. While the formalities for change in holding is still on going. Necessary disclosures under SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 regarding allotment of shares pursuant to scheme were filed by Mr. Hrishikesh Mafatlal, Mr. Priyavrata Mafatlal and Mr. Hrishikesh Arvind Mafatlal as a Trustee of Gurukripa Trust on 31st March, 2021 with the Exchanges intimating the transactions on the basis of Scheme of Arrangement.