Poddar Pigments Ltd. — M&A Activity 2023

Dec 21, 2023

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Ref: PPL/JPR/SECT/23-24

Date: 21[st] December, 2023

BSE Ltd., Phiroze Jeejeebhoy Towers, 25[th ] Floor, Dalal Street, Fort, Mumbai - 400001

National Stock Exchange of India Ltd., Exchange Plaza, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (E), Mumbai - 400051

Company Code: 524570

Company Symbol: PODDARMENT

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)

Dear Sir/Madam,

It is hereby informed that the Company has received information from M/s. GKS Logistics Private Limited on 20[th] December, 2023 regarding Composite Scheme of Merger and Arrangement for (a) the transfer of Business/Demerged Undertaking of M/s. GKS Logistics Private Limited (hereinafter referred as the “GLPL” or “Demerged Company” or “Transferor Company”) (one of the Promoter Group Company) to M/s. Espouse Resonance Engineering Private Limited (hereinafter referred to as the “EREPL” or “Resulting Company” or “First Transferee Company”); and (b) GLPL, being the Non-Real Asset Business (defined hereunder) i.e., remaining undertaking of GLPL after aforesaid transfer of Demerged Undertaking, is amalgamated with M/s. GKS Holdings Private Limited (hereinafter referred to as “GHPL” or “Second Transferee Company”) is approved by the Regional Director, Chennai vide order dated 14.12.2023 pursuant to the provisions of Section 233 and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred as “the Act”) read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 including any statutory modifications or re-enactment(s) thereof, for the time being in force.

M/s. GKS Logistics Private Limited holds 45,02,892 equity shares of Poddar Pigments Limited under the promoter group category and the Demerged Undertaking of M/s. GKS Logistics Private Limited specifically includes 45,02,892 equity shares of Poddar Pigments Limited (PPL).

Upon the Scheme coming into effect based on the conditions as mentioned in the Scheme, the Demerged Undertaking of the Demerged Company being M/s. GKS Logistics Private Limited, shall, under the provisions of clause (a) of Section 233 (9) of the Act, without any further act or deed be transferred to and vested in and/or be deemed to have been transferred to and vested in the Resulting Company so as to become the business, assets, investments and properties of the Resulting Company being M/s. Espouse Resonance Engineering Private Limited.

Accordingly, M/s. Espouse Resonance Engineering Private Limited will be disclosed as promoter group of PPL in place of M/s. GKS Logistics Private Limited.

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ANIL Digitally signed by ANIL KUMAR SHARMA DN: c=IN, o=Personal, postalCode=302039, st=Rajasthan, KUMAR serialNumber=A99A9E379793D4B2963CF1A31483C0EC602FAAE08B95 8EBB17ED2E67CC2D8080, cn=ANIL SHARMA KUMAR SHARMA Date: 2023.12.21 15:51:14 +05'30'

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Please note that the aggregate holding of the promoter group in PPL, either in number or percentage, before and after the scheme, will remain same.

This is for your information and records.

Thanking you,

Yours faithfully,

For Poddar Pigments Limited

Digitally signed by ANIL KUMAR SHARMA ANIL KUMAR DN: c=IN, o=Personal, postalCode=302039, st=Rajasthan, serialNumber=A99A9E379793D4B2963CF1A 31483C0EC602FAAE08B958EBB17ED2E67CC SHARMA 2D8080, cn=ANIL KUMAR SHARMA Date: 2023.12.21 15:51:42 +05'30' Anil Kumar Sharma Company Secretary FCS No. 9382

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