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SUZLON ENERGY LTD. Major Shareholding Notification 2023

Jun 13, 2023

59207_rns_2023-06-13_6ca56a79-9609-4968-a57b-c880b2cc41d0.pdf

Major Shareholding Notification

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13th June 2023.

National Stock Exchange of India Limited, "Exchange Plaza", Bandra-Kurla Complex, Bandra (East), Mumbai-400051.

BSE Limited, P.J. Towers, Dalal Street, Mumbai-400001.

Dear Sirs,

Sub.: Advance Intimation for proposed acquisition of equity shares of Suzlon Energy Limited ("SEL") by way of gift.

Ref.: Regulation 10(5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("Takeover Regulations").

This is to inform that Ms. Rambhaben Ukabhai, a person forming part of the Promoter Group of SEL (hereinafter referred to as the "Transferor"), proposes to transfer equity shares of SEL by way of gift to The Tanti Trust (through its Trustee Mr. Vinod Ranchhodbhai Tanti) (hereinafter referred to as the "Acquirer"), in terms of the Deed proposed to be executed by the Transferor in favour of the Acquirer. The details of transfer are as under:

Shareholding details Before the proposed
transaction
After the proposed
transaction
No. of shares
held
$\frac{0}{0}$ No. of shares
held
$\frac{0}{0}$
Rambhaben Ukabhai (Transferor) 47, 31, 77, 759 3.79 47, 31, 76, 759 3.79
The Tanti Trust (through its trustee Mr. Vinod
Ranchhodbhai Tanti) (Acquirer / Transferee)
0.00 1,000 0.00

The aforesaid inter se transfer is in terms of Regulation $10(1)(a)(ii)$ read with SEBI exemption order dated 14th June 2019 read with extension letter dated 11th January 2023.

In the context and in terms of Regulation 10(5) of the Takeover Regulations, enclosed please find advance intimation in respect of the proposed transfer of equity shares by way of gift which falls under Regulation 10(1)(a)(ii) of the Takeover Regulations.

Thanking you,

Yours faithfully,

The Tanti Trust (through its trustee Mr. Vinod Ranchhodbhai Tanti), Acquirer.

Encl.: As Above.

$C.C.$ Suzlon Energy Limited, "Suzlon", 5, Shrimali Society, Near Shri Krishna Complex, Navrangpura, Ahmedabad-380009.

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 Takeovers) Regulations, 2011 ("Takeover Regulations")

1 Name of the Target Company ("TC") SUZLON ENERGY LIMITED ("SEL")
$\overline{2}$ Name of the acquirer(s) The Tanti Trust (through its trustee Mr. Vinod Ranchhodbhai
Tanti (the "Acquirer" or "Transferee")
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
The Acquirer is a Trust, whose Trustee and the beneficiaries are
persons forming part of the Promoter / Promoter Group of SEL
$\overline{4}$ Detail of the proposed acquisition
a. Name of the person(s) from whom shares are to be
acquired
Rambhaben Ukabhai (the "Transferor")
$b$ Proposed date of acquisition On or after June 20, 2023
c. Number of Shares to be acquired from each person
mentioned in 4(a) above
No. of shares % to paid-up capital
i. Rambhaben Ukabhai 47, 31, 77, 759 3.79
d. Total shares to be acquired as % of share capital of
TC
47,31,77,759 3.79
e. Price at which shares are proposed to be acquired Nil, since transfer is by way of gift
f. Rationale, if any, for the proposed transfer Transfer of shares by way of gift to the Acquirer in terms of the
Deed proposed to be executed by the Transferor in favour of the
Acquier
5 Relevant sub-clause of Regulation $10(1)(a)$ under which
the acquirer is exempted from making open offer
Regulation $10(1)(a)(ii)$ read with SEBI exemption order dated June
14, 2019 read with extension letter dated January 11, 2023
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
8.98
$7\phantom{.}$ 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
Not Applicable since proposed transfer is by way of gift hence
acquisition price is zero.
$\overline{9}$ (i) Declaration by the acquirer that the transferor and
It is hereby declared that the Acquirer and the Transferor have
transferee have complied (during 3 years prior to the
complied with the applicable disclosure requirements in Chapter V
date of proposed acquisition) / will comply with
of the Takeover Regulations and corresponding provisions of the
applicable disclosures requirements in Chapter V of the
repealed Takeover Regulations, 1997. The details of disclosures
Takeover Regulations, 2011 (corresponding provisions
made during previous 3 years prior to the date of proposed
of the repealed Takeover Regulations, 1997); (ii) The
acquisition have been provided in Annexure "A"
details of aforesaid disclosures made during previous 3
years prior to the date of proposed acquisition to be
furnished
10 Declaration by the acquirer that all the conditions
specified under Regulation $10(1)(a)$ with respect to
exemptions has been duly complied with
It is hereby declared that all the conditions specified under
Regulation $10(1)(a)$ with respect to exemptions have been duly
complied with
Shareholding details Before the proposed transaction After the proposed transaction
No.of shares / % w.r.t. No.of shares / $\%$ w.r.t.
voting rights held total share voting rights held total share
capital capital
Each acquirer / transferee
The Tanti Trust (through its trustee Mr. Vinod $\overline{a}$ 0.00 1000 0.00
Ranchhodbhai Tanti)
Each seller / transferor
Rambhaben Ukabhai 47, 31, 77, 759 3.79 47, 31, 76, 759 3.79

Signature of the Acquirer

$\overline{\phantom{a}}$ Umits

Name: The Tanti Trust (through its trustee Mr. Vinod Ranchhodbhai Tanti) Place: Pune
Date: June 13, 2023

ANNEXURE V
Compliance with Chapter V of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (Takeover
Regulations, 2011)
(during a period of three years prior to the date of proposed acquisition)
Sr. Reg./ sub- Due date for Actual date Delay, if Remarks
No. Reg. compliance of any
as mentioned
in the
regulation
compliance
Compliance with Regulation 29 of Takeover Regulations, 2011 by Promoters and Promoter Group Entities of Suzlon Energy
Limited ("SEL")
1 $29(1)$ &
(2)
30-06-2020 30-06-2020 NA Disclosure in respect of change in shareholding of (i) Tanti Holdings
Private Limited ("THPL") pursuant to acquisition of 40,80,77,000 equity
shares and (ii) Investor Group being PACs pursuant to acquisition of
20,40,77,000 equity shares and 4,998 Compulsorily Convertible
Debentures representing 20,39,98,368 equity shares by way of preferential
allotment on 27-06-2020
$\overline{2}$ 29(2) 28-12-2021 27-12-2021 NA Disclosure in respect of change in shareholding of Investor Group being
PACs pursuant to acqusition of 20,39,98,368 equity shares aggregating to
2.24% of the paid-up capital of SEL on 26-12-2021 pursuant to mandatory
conversion of 4,998 Compulsorily Convertible Debentures allotted on 27-
06-2020
3 29(2) 04-04-2022 31-03-2022 NA Disclosure in respect of change in shareholding of Mrs. Rambhaben
Ukabhai and certain persons forming part of the Promoter group of Suzlon
Energy Limited pursuant to transfer of 22,83,59,00 equity shares
aggregating to 2.48% of the paid-up capital of SEL by way of gift to Mrs.
Rambhaben Ukabhai in terms of Gift Deed dated 31-03-2022
Compliance with Regulation 30 of Takeover Regulations, 2011 by Promoters and Promoter Group Entities
$\mathbf{1}$ 30(2) 01-06-2020 18-05-2020 NA Annual Disclosures by Promoter Group as on 31.03.2020
$\sqrt{2}$ 30(2) 09-04-2021 08-04-2021 NA Annual Disclosures by Promoter Group as on 31.03.2021
3 30(2) 11-04-2022 11-04-2022 NA Annual Disclosures by Promoter Group as on 31,03,2022
Compliance with Regulation 30 of Takeover Regulations, 2011 by Promoters and Promoter Group Entities
$21(1)$ $12.20,2020$ $25.20,2020$ $1$ $11$ $12$ $\cdot$ $\cdot$
Compliance with Regulation 30 of Takeover Regulations, 2011 by Promoters and Promoter Group Entities
$31(1)$ 13-08-2020 05-08-2020 NA Disclosure in respect of creation of encumbrance over 48,97,95,918 equity
shares representing approximately 5.95% of the paid-up capital of SEL by
Tanti Holdings Private Limited on 04-08-2020

Signature of Acquirer
Date: June 13, 2023 Place: Pune

Kelenst The Tanti Trust (through its trustee Mr. Vinod Ranchhodbhai Tanti) Acquirer