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Paramount Communications Ltd. — Major Shareholding Notification 2024
Jan 16, 2024
59350_rns_2024-01-16_9e45396d-7753-4d0b-ac21-a158dcf3f27d.pdf
Major Shareholding Notification
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CIN: U74899DL1980PTC010970 Regd. office- M5A, Bahubali, 1[st] Floor, Block-59, Plot no- 59/17, New Rohtak Road, Karol Bagh, Delhi-110005
January 16, 2024
The General Manager Listing Department BSE Limited P.J. Towers, Dalal Street Mumbai - 400 001
Manager - Listing Compliance National Stock Exchange of India Limited Exchange Plaza, Bandra - Kurla Complex, Bandra (E), Mumbai - 400 051
Ref: Paramount Communications Limited (Scrip Code: 530555)
Sub: Disclosure under Regulation 10(6) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
Dear Sir,
Please find attached the disclosure under Regulation 10(6) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 in connection with the acquisition of shares of Paramount Communications Limited due to inter-se transfer of shares among promoter group on account of approved scheme of Amalgamation of Ekta Ayat Niryat Private Limited, Worth Finance and Leasing Private Limited, Mathran Shares and Securities Private Limited , April Investment and Finance Private Limited with Hertz Electricals ( International) Private Limited vide NCLT Order.
Request you to please take the same on records.
Thanking You. Yours Sincerely, For and on behalf of Hertz Electrical (International) Private Limited
Digitally signed by Tushar Aggarwal Tushar Aggarwal Date: 2024.01.16 18:36:23 +05'30'
Tushar Aggarwal Director DIN No. 03454716
Place: New Delhi Date: 16.01.2024
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CIN: U74899DL1980PTC010970 Regd. office- M5A, Bahubali, 1[st] Floor, Block-59, Plot no- 59/17, New Rohtak Road, Karol Bagh, Delhi-110005
| Disclosures under Regulaton 10(6)–Report to Stock Exchanges in respect of any acquisiton made in reliance upon exempton provided for in Regulaton 10 of SEBI (Substantal Acquisiton of Shares and Takeovers) Regulatons, 2011 |
Disclosures under Regulaton 10(6)–Report to Stock Exchanges in respect of any acquisiton made in reliance upon exempton provided for in Regulaton 10 of SEBI (Substantal Acquisiton of Shares and Takeovers) Regulatons, 2011 |
Disclosures under Regulaton 10(6)–Report to Stock Exchanges in respect of any acquisiton made in reliance upon exempton provided for in Regulaton 10 of SEBI (Substantal Acquisiton of Shares and Takeovers) Regulatons, 2011 |
|---|---|---|
| 1. | Name of the Target Company (TC) | Paramount Communicatons Limited |
| 2. | Name of the acquirer(s) | Acquirer-Hertz Electricals (Internatonal) Private Limited. PACs- Sanjay Aggarwal Sandeep Aggarwal Shashi Aggarwal Kamla Aggarwal Archana Aggarwal Sanjay Aggarwal HUF Dhruv Aggarwal Parth Aggarwal Tushar Aggarwal Sandeep Aggarwal HUF Shyam Sunder Aggarwal HUF Parul Aggarwal Paramount Telecables Limited April Investment and Finance Private Limited Worth Finance and Leasing Private Limited Ekta Ayat Niryat Private Limited |
| 3. | Name of the stock exchange where shares of the TC are listed |
BSE Limited & Natonal Stock Exchange of India Limited |
| 4. | Details of the transacton including ratonale, if any, for the transfer/ acquisiton of shares. |
Inter Se Transfer of shares held in Paramount Communicatons Limited (listed company) from Transferor companies to Transferee Company pursuant to Scheme of Amalgamaton of Ekta Ayat Niryat Private Limited, Worth Finance and Leasing Private Limited, Mathran Shares and Securites Private Limited , April Investment and Finance Private Limited with Hertz Electricals ( Internatonal)Private Limited.* |
| 5. | Relevant regulaton under which the acquirer is exempted from making open ofer. |
Regulaton 10(1)(d) of SEBI SAST Regulatons, 2011 |
| 6. | Whether disclosure of proposed acquisiton was required to be made under regulaton 10 (5) and if so, - whether disclosure was made and whether it was made within the tmeline specifed under the regulatons. - date of flingwith the stock exchange. |
Not Applicable |
Tushar Digitally signed by Tushar Aggarwal Date: 2024.01.16 Aggarwal 18:37:11 +05'30'
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CIN: U74899DL1980PTC010970 Regd. office- M5A, Bahubali, 1[st] Floor, Block-59, Plot no- 59/17, New Rohtak Road, Karol Bagh, Delhi-110005
| 7. | Details of acquisiton | Details of acquisiton | Disclosures required to be made under regulaton 10(5) |
Disclosures required to be made under regulaton 10(5) |
Whether the disclosures under regulaton 10(5) are actually made |
Whether the disclosures under regulaton 10(5) are actually made |
|---|---|---|---|---|---|---|
| a. | Name of the transferor / seller | a) Ekta Ayat Niryat Private Limited b) Worth Finance and Leasing Private Limited c) April Investment and Finance Private Limited |
N.A | |||
| b. | Date of acquisiton | January10,2024 | N.A | |||
| c. | Number of shares/ votng rights in respect of the acquisitons from each person mentoned in 7(a)above |
46,90,540* | N.A | |||
| d. | Total shares proposed to be acquired / actually acquired as a % of diluted share capital of TC |
4,64,75,252* | N.A | |||
| e. | Price at which shares are proposed to be acquired / actually acquired |
Nil consideraton. The shares are acquired pursuant to Scheme of Amalgamaton |
N.A | |||
| 8. | Shareholding details | Pre-Transacton | Post-Transacton | |||
| 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(**) | |||||
| Hertz Electricals (Internatonal) Private Limited |
18,050 | 0.01 | 4,64,93,302 | 16.63 | ||
| Total | 18,050 | 0.01 | 4,64,93,302 | 16.63 | ||
| b. | Each Seller/Transferor | |||||
| April Investment and Finance Private Limited * |
4,20,40,172 | 15.04 | - | - | ||
| Worth Finance and Leasing Private Limited |
44,24,330 | 1.58 | - | - | ||
| Ekta Ayat Niryat Private Limited | 10,750 | 0.00 | - | - | ||
| Mathran Shares and Securites Private Limited |
- | - | - | - | ||
| Total | 4,64,93,302 | 16.63 | 4,64,93,302 | 16.63 |
Tushar Aggarwal
Digitally signed by Tushar Aggarwal Date: 2024.01.16 18:37:36 +05'30'
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CIN: U74899DL1980PTC010970 Regd. office- M5A, Bahubali, 1[st] Floor, Block-59, Plot no- 59/17, New Rohtak Road, Karol Bagh, Delhi-110005
Note:
(*) The Scheme of Amalgamation of Ekta Ayat Niryat Private Limited (“Transferor Company 1”), Worth Finance and Leasing Private Limited (“Transferor Company 2”), Mathran Shares and Securities Private Limited (“Transferor Company 3”), April Investment and Finance Private Limited (“Transferor Company 4”) (the Transferor Company 1, Transferor Company 2, Transferor Company 3 and Transferor Company 4 are collectively referred to as the “Transferor Companies”) and Hertz Electricals (International) Private Limited (“Transferee Company”) was approved by the Hon’ble NCLT, New Delhi Bench vide order dated NCLT Order August 01, 2023. Pursuant to said Scheme, the Transferor Companies shall stand amalgamated with Transferee Company and will dissolve winding up. The Transferor Companies holds shares of the Paramount Communications Limited (Target Company) which were transferred to Transferee Company on January 10, 2024. Further, April Investment and Finance Private Limited, Transferor Company 4, holds 4,20,40,172 shares in Paramount Communications Limited (Target Company). Out of which, 2,90,00,000 shares are under lock-in and 1,27,84,712 shares are pledged with M/S Invent Assets Securitisation & Reconstruction Private Limited. Hence, the total of 4,17,84,712 shares will be transferred on receipt of approval from depositories and / or pledgee, as the case may be and forms part of the above mentioned transfer transaction.
(**) Shareholding of each entity shall be shown separately and then collectively in a group.
Tushar Aggarwal
Digitally signed by Tushar Aggarwal Date: 2024.01.16 18:37:53 +05'30'