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SOLARA ACTIVE PHARMA SCIENCES LIMITED — Major Shareholding Notification 2022
Jun 2, 2022
61842_rns_2022-06-02_70b080a4-ed2b-4535-a967-0b82d0e92e1e.pdf
Major Shareholding Notification
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01 June,2022
To
| BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 |
National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai - 400 051 |
|
|---|---|---|
| Scrip code: 541540 | Scrip code: SOLARA |
S. Murali Krishna
Company Secretary & Compliance Officer Solara Active Pharma Sciences Limited 2nd Floor, Admin Block, 27, Vandaloor, Kelambakkam Road, Keelakottaiyur Village, Melakottaiyur PO Chennai - 600127
Dear Sir/ Madam,
Sub: Disclosure under Regulation 10(5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 with respect to proposed inter-se transfer of equity shares of Solara Active Pharma Sciences Limited
Pursuant to Regulation 10(5) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (‘SEBI SAST Regulations’), kindly find enclosed herewith disclosure in the prescribed format with respect to proposed inter-se transfer of equity shares of Solara Active Pharma Sciences Limited, through an off-market transaction.
Kindly take the same on record.
Thanking you,
Yours faithfully,
JYOTHINAGARAVY Digitally signed by ASHA SRIRAMAN JYOTHINAGARAVYASHA SRIRAMAN RAMAPRASAD RAMAPRASAD Date: 2022.06.01 18:40:08 +05'30'
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Jyothinagaravyasha Sriraman Ramaprasad Designated Partner Devicam Capital LLP
Encl.: A/a
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- Disclosures under Regulation 10(5) Intimation to Stock Exchanges in respect of acquisition under Regulation 10(1)(a) of SEBI (Substantial Acquisition of Shares and Takeover Regulations, 2011
| 1. | Name of the Target Company (TC) | Name of the Target Company (TC) | Solara Active Pharma Sciences Limited |
|---|---|---|---|
| 2. | Name of the acquirer(s) | Devicam Capital LLP | |
| 3. | Whether the acquirer(s) is/ are promoters of the TC prior to the transaction. If not, nature of relationship or association with the TC or its promoters |
Yes, The Acquirer forms part of the Promoter group. | |
| 4. | Details of theproposed acquisition | ||
| a. | Name of the person(s) from whom shares are to be acquired |
Mr. Arun Kumar Pillai | |
| b. | Proposed date of acquisition | 08June,2022 or thereafter | |
| c. | Number of shares to be acquired from each person mentioned in 4(a)above |
15,00,000 shares | |
| d. | Total shares to be acquired as % of share capital of the TC share capital of TC |
4.17% | |
| e. | Price at which shares are proposed to be Acquired |
Rs. 408.90/- (Rupees Four Hundred and Eight Decimal Ninety Paise only) per share aggregating to Rs. 61,33,50,000/- (Rupees Sixty-One Crores Thirty-Three LakhsFiftyThousand Only) |
|
| f. | Rationale, if any, for the proposed transfer |
Inter-se transfer of shares amongst Promoter and Promoter group |
|
| 5. | Relevant sub-clause of regulation 10(1)(a) under which the acquirer is exempted from makingopen offer |
10(1)(a)(i) of SEBI SAST Regulations | |
| 6. | If, frequently traded, volume weighted average market price for a period of 60 trading days preceding the date of issuance of this notice as traded on the stock exchange where the maximum volume of trading in the shares of the TC are recorded during such period. |
Applicable Volume Weighted Average Market Price: Rs. 627.89/- (Rupees Six Hundred and Twenty-Seven Decimal Eighty-Nine Paise Only) |
|
| 7. | If in-frequently traded, the price as determined in terms of clause (e) of sub-regulation (2) of regulation 8. |
Not Applicable | |
| 8. | Declaration by the acquirer, that the acquisition price would not be higher by more than 25% of the price computed in point 6 or point 7 as applicable. |
Applicable- Declaration Attached |
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| 9. | Declaration by the acquirer, that the transferor and transferee have complied / will comply with applicable disclosure requirements in Chapter V of the Takeover Regulations, 2011 (corresponding provisions of the repealed Takeover Regulations 1997) |
Applicable- Declaration Attached |
Applicable- Declaration Attached |
Applicable- Declaration Attached |
Applicable- Declaration Attached |
|
|---|---|---|---|---|---|---|
| 10. | Declaration by the acquirer that all the conditions specified under regulation 10(1)(a) with respect to exemptions has been duly complied with |
Applicable- Declaration Attached | ||||
| 11. | Shareholding details | Before the proposed transaction |
After the proposed transaction |
|||
| No. of shares/votin g rights |
% wrt to total share capital of TC |
No. of shares/votin g rights |
% wrt to total share capital of TC |
|||
| A | Acquirer(s) and PACs (other than sellers)(*) |
|||||
than |
||||||
| (i) | Devicam Capital LLP | 15,15,46 | 0.42 | 16,51,546 | 4.59 | |
| B | Seller (s) | |||||
| (i) | Mr. Arun Kumar Pillai | 31,68,463 | 8.80 | 16,68,463 | 4.63 | |
| () Shareholding of each entity may be shown separately and then collectively in a group. The above disclosure shall be signed by the acquirer mentioning date & place. In case, there is more than one acquirer, the report shall be signed either by all the persons or by a person duly authorized to do so on behalf of all the acquirers. Signature: Jyothinagaravyasha Sriraman Ramaprasad Designated Partner Devicam Capital LLP* Date: 01 June,2022 Place: Bengaluru JYOTHINAGARAVY ASHA SRIRAMAN RAMAPRASAD Digitally signed by JYOTHINAGARAVYASHA SRIRAMAN RAMAPRASAD Date: 2022.06.01 18:40:27 +05'30' |
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DECLARATION
01 June,2022
We, Devicam Capital LLP (‘’The LLP’’) hereby declare that the acquisition price Rs. 408.90/- (Rupees Four Hundred and Eight Decimal Ninety Paise only) for acquiring 15,00,000 (Fifteen Lakhs) equity shares (through Inter-se Transfer of Shares) of Solara Active Pharma Sciences Limited (‘’Target Company’’) by the LLP is not higher than:
“Frequently traded volume weighted average market price for a period of 60 days preceding the date of issuance of notice as traded on the stock exchange where minimum volume of trading in the shares of the TC (Target Company) are recorded during such period. - (Point 6 of the Disclosure under Regulation 10 (5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.)’’
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For Devicam Capital LLP
JYOTHINAGARAVY Digitally signed by JYOTHINAGARAVYASHA ASHA SRIRAMAN SRIRAMAN RAMAPRASAD Date: 2022.06.01 18:40:39 RAMAPRASAD +05'30'
Jyothinagaravyasha Sriraman Ramaprasad Designated Partner DPIN: 00173696
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DECLARATION
01 June,2022
We, Devicam Capital LLP (‘’The LLP’’) hereby declare that:
-
The Transferor (Mr. Arun Kumar Pillai) and Transferee (Devicam Capital LLP) have complied/ will comply with applicable disclosure requirements in Chapter V of the Takeover Regulations, 2011 (corresponding provisions of repealed Takeover Regulations 1997.)
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Devicam Capital LLP (The Acquirer) has complied with all the conditions specified under Regulation 10(1)(a) with respect to exemptions has been duly complied with.
For Devicam Capital LLP
JYOTHINAGARAV Digitally signed by JYOTHINAGARAVYASHA YASHA SRIRAMAN SRIRAMAN RAMAPRASAD Date: 2022.06.01 18:40:49 RAMAPRASAD +05'30'
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Jyothinagaravyasha Sriraman Ramaprasad Designated Partner DPIN: 00173696