Rose Merc.Limited — Capital/Financing Update 2023

Apr 7, 2023

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(CIN:L24110MH1985PLC035078) Address:Office No:12, Priyadarshani Roj Bazar Soc, Sector- 10, Khanda Colony, New Panvel (West), Mumbai, Maharashtra- 410206, India Email ID:rmltd1985@gmail.com Tele: 022-60602179

07[th] April, 2023

To,

BSE Limited

Corporate relationship Department Scrip Code : 512115 Phiroze Jeejeebhoy Towers, Scrip ID : ROSEMER Dalal Street, Fort Kind Att. Corporate Relationship Department Mumbai- 400 001

Subject: In Compliance of Regulation 30 of SEBI (LODR) Regulations, 2015

Dear Sir/ Ma’am,

Pursuant to disclosure under Regulation 30 of SEBI (LODR) Regulations 2015 made on 06[th] April, 2023please find additional disclosure as per SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 as under-

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Sr. Details to be disclosed - Acquisition (including agreement to acquire)
No.
A Name of the target entity, details Outcry Entertainment Group (OEG) (Private Limited
in brief such as size, turnover Company is in the process of Incorporation)
etc. During the financial year 2021-22, the Outcry
Entertainment Group achieved
1. A total revenue of Rs. 75.43 Lakhs
2. Net profit of Rs. 25.91 Lakhs
3. Net worth of Rs. 90.09 Lakhs
B Whether the acquisition would The acquisition will not fall within related party
fall within related party transaction and the promoter/promoter group/group
transaction(s) and whether the companies of the Company have no interest in the
promoter/ promoter group/ entity whose shares are being purchased.
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”
C Industry to which the entity Entertainment and Media Industry
being acquired belongs;
D Objects and effects of This acquisition would allow our company to partner
acquisition (including but not with the leading and fast-growing E-commerce
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(CIN:L24110MH1985PLC035078) Address:Office No:12, Priyadarshani Roj Bazar Soc, Sector- 10, Khanda Colony, New Panvel (West), Mumbai, Maharashtra- 410206, India Email ID:rmltd1985@gmail.com Tele: 022-60602179

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limited to, disclosure of reasons platform developers, event management company,
for acquisition of target entity, if talent promotion, product launches, promotional
its business is outside the main advisors, creative branding, advertising, and
line of business of the listed experiential marketing campaigns for promotion
entity); activity.
E Brief details of any Not Applicable
governmental or regulatory
approvals required for the
acquisition;
F Indicative time period for Not applicable.
completion of the acquisition;
G Nature of consideration - Share Swap – The Purchase Consideration shall be
whether cash consideration or discharged by issue of 7,00,000 equity shares of Re.10
share swap and details of the each, at a premium of Rs. 90 per equity share
same; (“’Consideration Shares”) of RoseMerc Limited, as
full and final payment in respect of the proposed
Transaction subject to prevailing law and negotiations
amongst the parties to the Agreement.
H Cost of acquisition or the price Rs. 7,00,00,000
at which the shares are acquired;
I Percentage of shareholding / 46.67%
control acquired and / or number
of shares acquired;
J Brief background about the Brief Background – OEG is a leading and fast-
entity acquired in terms of growing E-commerce platform developers, event
products/line of business management company, talent promotion, product
acquired, date of incorporation, launches, promotional advisors, creative branding,
history of last 3 years turnover, advertising, and experiential marketing campaigns for
country in which the acquired promotion activity.
entity has presence and any Date of Incorporation – NA
other significant information (in The proprietorship was formed in early 2012.
brief); Turnover of last 3 years-
2020-2021- Rs. 48,85,211
2021-2022- Rs. 93,88,713
2022-2023 – Rs. 2,93,00,000
K Country in which the acquired India
entity has presence
L Any other significant This is only an intimation of proposed acquisition of
information in brief stake in a Company which is in the process of
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(CIN:L24110MH1985PLC035078) Address:Office No:12, Priyadarshani Roj Bazar Soc, Sector- 10, Khanda Colony, New Panvel (West), Mumbai, Maharashtra- 410206, India Email ID:rmltd1985@gmail.com Tele: 022-60602179

registration and who will take over the business run by Outcry Entertainment Group, a proprietorship concern, run by Mr. Saurabh Chowdhary.

Please take the same on record and oblige.

For ROSE MERC LIMITED

SHAIKH Digitally signed by SHAIKH NOORUDDIN NOORUDDIN MOHAMMED Date: 2023.04.07 MOHAMMED 19:02:49 +05'30'

Nooruddin Mohammed Shaikh

Wholetime Director DIN: 09660481 Date:07/04/2023 Place: Mumbai