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SMS Pharmaceuticals Ltd Major Shareholding Notification 2019
62302_rns_2019-04-10_ae6337f5-c751-4fe2-a20a-67519f161540.pdf
Major Shareholding Notification
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Registered & Corporate Office: Plot No. 72, H. No. 8-2-334/3 & 4, Road No.5, Opp. SBI Executive Enclave, Banjara Hills, Hyderabad - 500 034, Telangana, INDIA. Tel: +91-40-2525 9999, Fax: +91-40-2525 9889 CIN : L24239TG1987PLC008066 Email: [email protected], www.smspharma.com
Corporate Filings Department, The Manager, Listing Compliance Department, National Stock Exchange of India Ltd. Exchange Plaza, Plot no. C/ 1, G Block, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051.
Security Code: 532815
Phiroze Jeejeebhoy Towers,
Symbol: SMSPHARMA
Dear Sir/Madam,
Dt: 10.04.2019
The Manager,
BSE Limited,
Dalal Street,
Mumbai- 400 001
To,
Sub: Reporting under regulation 29(1) of SEBI (Substantial Acquisition of shares and takeover) Regulations, 2011.
With reference to the above stated subject please fmd the attached format for the reporting under Regulation 29(1) of SEBl (Substantial acquisition of shares and takeovers) Regulations 2011, received from Vistra ITCL (India) Limited regarding 42,62,590 and amounting to 5.04% Equity shares though the pledge of shares of the Company.
We hereby confirm you that the above pledge; we have already informed both the Stock Exchanges on 1st April, 2019 respectively.
Please kindly take the same to your records
Yours faithfully
For SMS Pharmaceuticals Limited
\ 'i ftA ,,)'A} ,I
V.S.Venkatish Company Secretary
April 08, 2019
To,
| General Manager, | National Stock Exchange of | Mr. Vudari Satyanarayan | ||
|---|---|---|---|---|
| DepartmentοfCorporate | India Ltd. | Company Secretary & Compliance | ||
| Services, | Exchange Plaza, | Officer, | ||
| 14th Floor, BSE Limited, | Plot no. C/1, G Block, | SMS Pharmaceuticals Limited | ||
| Phiroze Jeejeebhoy Towers, | Bandra-Kurla Complex | Plot. No; 72, H, H. No; 8-2-334/3 | ||
| Dalal Street, Mumbai - 400 001 | Bandra (E) Mumbai - 400 051. | & 4, Road. No: 5, | ||
| Banjara Hills, Hyderabad, | ||||
| Telangana - 500034 |
DISCLOSURE UNDER REGULATION 29(1) OF SEBI (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 2011
Part-A-Details of the Acquisition
| Name of the Target Company (TC)1. | SMS Pharmaceuticals Limited | ||||
|---|---|---|---|---|---|
| Name(s) of the acquirer and Persons2.Acting in Concert (PAC) with theacquirerWhetheracquirerbelongs3.thetoPromoter/Promoter group | Vistra ITCL (India) Limited ('Vistra ITCL')(In our capacity as Security Trustee)The IL&FS Financial Centre, Plot C-22, G Block,Bandra-Kurla Complex, Bandra (East),Mumbai 400 051No | ||||
| 4. | Name(s) of the Stock Exchange(s) where | BSE Limited (BSE) | |||
| the shares of TC are Listed | National Stock Exchange of India Limited (NSE) | ||||
| Details of the acquisition as follows5. | Number | $%$ w.r.t.totalshare/votingcapitalwhereverapplicable $(*)$ | $%$ w.r.t.total dilutedshare/votingcapital ofthe TC $(**)$ | ||
| Before the acquisition under consideration,holding of acquirer along with PACs of: | |||||
| a) Shares carrying voting rights | |||||
| b) Shares in the nature of encumbrance(pledge/lien/non-disposal undertaking/others) | |||||
| c) Voting rights (VR) otherwise than by equityshares | |||||
| d) Warrants/convertible securities/any otherinstrument that entitles the acquirer to receiveshares carrying voting rights in the TC(specify holding in each category) | $\sqrt{n}$ dial |
Tet: +91 22 2659 3535 Fax: +91 22 2653-3297 Email: [email protected] www.vistraitcl.com
$\sim$ $\alpha$
Page $1\sqrt[3]{t}$
| Total $(a+b+c+d)$ | |||
|---|---|---|---|
| Details of acquisitiona) Shares carrying voting rights acquired | |||
| b) VRs acquired/sold otherwise than by equityshares | |||
| c) Warrants/convertible securities/any otherinstrument that entitles the acquirer to receiveshares carrying voting rights in the TC(specify holding in each category) acquired | |||
| d) Shares in the nature of encumbrancelien/ non-disposal(pledge/undertaking/others) | 42,62,590 | 5.04 % | |
| Total $(a+b+c+d)$ | 42,62,590 | 5.04 % | |
| After the acquisition, holding of acquireralong with PACs of:a) Shares carrying voting rights | |||
| b) VRs otherwise than by equity shares | |||
| c) Warrants/convertible securities/any otherinstrument that entitles the acquirer to receiveshares carrying voting rights in the TC(specify holding in each category) afteracquisition | |||
| d) Shares in the nature of encumbrance(pledge/lien/ non-disposal undertaking/others) | 42,62,590 | 5.04 % | |
| Total (a+b+c+d) | 42,62,590 | 5.04 % | |
| Mode of acquisition (e.g. open market / publicissue / rights issue / preferential allotment /inter-se transfer/encumbrance, etc.)Salient features of the securities acquired | Pledge of equity shares | ||
| including time till redemption, ratio at which itcan be converted into equity shares, etc. | |||
| Date of acquisition of date of receipt ofintimation of allotment of shares/ $VR/$warrants/convertiblesecurities/anyotherinstrument that entitles the acquirer to receiveshares in the TC. | June 15, 2017 and April 04, 2019. | ||
| Equity share capital / total voting capital of theTC before the said acquisition | 8,46,52,030 Shares (As per BSE shareholding pattern ason March 31, 2019) | ||
| Equity share capital/ total voting capital of theTC after the said acquisition | 8,46,52,030 Shares (As per BSE shareholding pattern ason March 31, 2019) | ||
| Total diluted share/voting capital of the TCafter the said acquisition | met |
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$\frac{1}{2}$ .
Fel: +91 22 2659 3535Fax: +91 22 2653 3297 - Email: [email protected] www.vistraitcl.com
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Jones
Marine
N arne of the Target Company: SMS Pharmaceuticals Limited
| Name(s) of the acqnirer and PersonsConcertActingin(PAC)thewithacquirer | Whether the acqnirerbelongs to Promoter/Promoter group | PAN of the acqnirer and/orPACs |
|---|---|---|
| Vistra ITCL (India) Limited | No | AAACI6832K |
| (In our capacity as Security Trustee | ||
| pledgee on behalf of Lenders) |
Note:
(*) Total share capital! voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the listing Agreement.
(**) 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 thc TC.
(*'*) Part-B shall be disclosed to the Stock Exchanges but shall not be disseminated
42,62,590 (30,00,000 + 12,62,590) equity shares of SMS Pharmaceuticals Limited have been pledged with Vistra !TCL (India) Limited on June 15, 2017 and April 04, 2019 in capacity as a Security Trustee for Term loan facility availed by VKT Pharma Private Limited.
As per the Securities Exchange Board ofIndia letter dated August 08, 2014 (enclosed for your reference), the primary onus of complying with the provisions of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 is of the lender, debenture holder and not on the Trustee. However, out of abundant caution, Vistra !TCL in its capacity as security trustee and debenture trustee is disclosing and filing this disclosure under Regulation 29(1) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 20 II.
For Vistra !TCL (India) Limited ,
Compliance Officer Place: Mumbai Enc!.: As above
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