Sunteck Realty Ltd — Capital/Financing Update 2019

Oct 27, 2019

Sunteck Realty Ltd.

	Date: February 14, 2018
To	Tо
Corporate Relation Department	$\epsilon_{\alpha}$ Listing Department
BSE Limited	The National Stock Exchange of India Limited
P. J. Tower, Dalal Street,	Exchange Plaza, Bandra Kurla Complex,
Mumbai - 400 001	Bandra (East),
Scrip Code: 512179	Mumbai - 400051.
	NSE Symbol: SUNTECK

Dear Sir(s) / Ma'am,

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

With reference to the Meeting of Board of Directors of Sunteck Realty Limited ("the Company") held on Wednesday, February 14, 2018, the Company has approved a Scheme of Amalgamation of Amenity Software Private Limited (Transferor Company 1- Wholly Owned Subsidiary of Sunteck Realty Limited), Magenta Computer Software Private Limited (Transferor Company 2-Wholly Owned Subsidiary of Sunteck Realty Limited) and Sunteck Fashions & Lifestyles Private Limited (Transferor Company 3- Wholly Owned Subsidiary of Sunteck Realty Limited) with Sunteck Realty Limited (Transferee Company) under the Companies Act 2013 or any amendment thereof. The Scheme is subject to the approval of all other regulatory authorities.

The disclosure in respect of the aforesaid Scheme of Amalgamation as required under Regulation 30 of the SEBI (Listing Obligation & Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 is attached as Annexure-A.

Request you to take the same on record.

For Sunteck Realty Limited

Rachana Hingarajia Company Secretary

MUMBAI

Sr N o	Particulars	Description
$\mathbf{1}$	Name of the entity(ies) forming part of the amalgamation/merger, details in brief such as, size, turnover etc. $\chi$	Schemes of Amalgamation involving: Transferor Companies: Amenity Software Private Limited (ASPL) Magenta Computer Software Private Limited (MCSPL) Sunteck Fashions & Lifestyles Private Limited (SFLPL) Transferee Company: Sunteck Realty Limited (SRL) The entire issued, subscribed and paid up of the Transferor Companies is directly held by SRL. Turnover as on 31st March 2017 SRL: - 197.24 Crores ASPL:- Nil MCSPL:- Nil SFLPL:- Nil
$\overline{2}$	Whether the transaction would fall within related party transactions? If yes, whether the same is done at "arms length"	Yes, the transaction would fall into related party transactions. However, the merger is between wholly owned subsidiaries and no shares would be issued to discharge the consideration pursuant to merger. Therefore the question of "arms' length" does not arise.
3	Area of business of the entity(ies)	SRL is in the business of real estate development of residential and commercial premises. ASPL MCSPL are and in the business of telecommunication, software and hardware products and IT enabled services. SFLPL is in the business of all types of lifestyles and luxury products, clothes, fashion products, apparels etc. REA MUMBAI

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100

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4	Rationale for amalgamation/ merger $\mathbb{R}^2$	The objective of this Scheme of Amalgamation ('the Scheme') is to ensure simplification of structure by elimination of multiple entities and to achieve greater administrative efficiency, elimination of multiple record keeping, thus resulting in reduced expenditure, and significant reduction in the multiplicity of regulatory compliances.
5	In case of cash consideration — amount or otherwise share exchange ratio;	Not Applicable
6	Brief details of change in shareholding pattern (if any) of listed entity.	Since ASPL, MCSPL and SFLPL are Wholly Owned Subsidiaries of SRL, no shares would be issued as consideration for the amalgamation and the shares held by SRL shall stand cancelled. As a result, the shareholders of SRL will continue to remain beneficial owners of SRL in the same proportion in which they hold shares in SRL prior to the Scheme of Amalgamation. KREA $z$ (MUMBAI)

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