Tilaknagar Industries Ltd — Capital/Financing Update 2020

Nov 13, 2020

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CIN: L15420PN1933PLC133303

Registered Office: P.O. Tilaknagar, Tal. Shrirampur, Dist. Ahmednagar, Maharashtra-413 720 Corporate Office: 3[rd] Floor, Industrial Assurance Building, Churchgate, Mumbai, Maharashtra-400 020 Email : investor@tilind.com, Website: www.tilind.com, Phone: +91 22 22831716/18, Fax: +91 22 22046904

ONLINE FILING

Ref: TI/BSE/COMP/2020-21/53 November 13, 2020

To, The Manager (Listing), BSE Limited, P.J. Towers, Dalal Street, Mumbai – 400 001 Ph: 022 2272 1233/34 Fax: 022 2272 1919

Sub: Outcome of the Board Meeting Ref: Scrip Code – 507205

Dear Sir/Madam,

In compliance with Regulation 30 of the SEBI (LODR) Regulations, 2015, we wish to inform you that the Board of Directors has, in its Adjourned Meeting held on November 13, 2020, inter alia, considered and approved:

• (i) the proposal for issuance of upto 1,39,03,752 (One Crore Thirty Nine Lacs Three Thousand Seven Hundred Fifty Two) equity shares having face value of Rs. 10/-(Rupees Ten) each to Edelweiss Asset Reconstruction Company Limited (“EARC”), an Asset Reconstruction Company registered under Section 3 of the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 and a Financial Institution within the meaning of sub clause (i-a) of clause (h) of Section 2 of the Recovery of Debts due to Banks and Financial Institutions Act, 1993 acting as Trustee of EARC Trust SC233, EARC Trust SC241 and EARC Trust SC269 at an issue price of Rs. 24.36 per equity share(including premium of Rs. 14.36 per equity share) towards conversion of part of the debt owed to it by the Company amounting to Rs. 33,86,95,398.72 (Rupees Thirty Three Crores Eighty Six Lacs Ninety Five Thousand Three Hundred Ninety Eight and Seventy Two Paisa only) on preferential basis, subject to approval of the Members of the Company. Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015 are annexed herewith as Annexure-A ;

• (ii) the allotment of 1,49,838 equity shares having face value of Rs. 10/- each to the option grantees pursuant to exercise of employee stock option (ESOP) as per details given herein below:

below:
Particulars	ESOP Scheme2010		ESOP Scheme2012
No. of shares	3,600	1,000	1,45,238
Issuepriceper share(Rs.)	13/-	15/-	13/-
Total shares	4,600		1,45,238

After the present allotment, the post-issue paid-up equity share capital of the Company has become Rs. 1,25,28,36,030/- divided into 12,52,83,603 equity shares having face value of Rs 10/- each; and

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CIN: L15420PN1933PLC133303

Registered Office: P.O. Tilaknagar, Tal. Shrirampur, Dist. Ahmednagar, Maharashtra-413 720 Corporate Office: 3[rd] Floor, Industrial Assurance Building, Churchgate, Mumbai, Maharashtra-400 020 Email : investor@tilind.com, Website: www.tilind.com, Phone: +91 22 22831716/18, Fax: +91 22 22046904

• (iii) convening of the Annual General Meeting of the Company on Tuesday, December 29, 2020 at 10.30 a.m. through Video Conferencing („VC‟)/Other Audio Visual Means („OAVM‟) facility. The notice of the Meeting shall be dispatched in due course.

Please also take note that the Board of Directors has, in the abovementioned Meeting taken note of resignation of Mr. Gaurav Thakur from the position of the Company Secretary and Compliance Officer, due to his personal reasons, with effect from conclusion of business hours of November 30, 2020.

Please take note that the Meeting commenced at 03.30 p.m. and concluded at 05.40 p.m.

Kindly acknowledge the receipt and take the same on your record.

Thanking you,

Yours faithfully,

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Encl: a/a

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CIN: L15420PN1933PLC133303

Registered Office: P.O. Tilaknagar, Tal. Shrirampur, Dist. Ahmednagar, Maharashtra-413 720 Corporate Office: 3[rd] Floor, Industrial Assurance Building, Churchgate, Mumbai, Maharashtra-400 020 Email : investor@tilind.com, Website: www.tilind.com, Phone: +91 22 22831716/18, Fax: +91 22 22046904

Annexure-A

	Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015	Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015	Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015	Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015	Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015	Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015	Details in accordance with Para A of Part A of Schedule III read with Regulation 30(2) of the SEBI(LODR) Regulations, 2015
a	Type of Securities Proposed to be issue(viz. equity shares, convertible etc.)		Equity Shares
b	Type of Issuance		Preferential Allotment of upto 1,39,03,752 (One Crore Thirty Nine Lacs Three Thousand Seven Hundred Fifty Two) equity shares having face value of Rs. 10/-(Rupees Ten) each to Edelweiss Asset Reconstruction Company Limited acting as Trustee of EARC Trust SC233, EARC Trust SC241 and EARC Trust SC269 at an issue price of Rs. 24.36 per equity share(including premium of Rs. 14.36 per equity share) towards conversion of part of the debt owed to it by the Company amounting to Rs. 33,86,95,398.72 (Rupees Thirty Three Crores Eighty Six Lacs Ninety Five Thousand Three Hundred Ninety Eight and Seventy Two Paisa only) pursuant to Section 62 of the Companies Act, 2013 and as per the SEBI(Issue of Capital and Disclosure Requirements)Regulations,2018
c	Total Number of securities proposed to be issued or the total amount for which the securities will be issued		Sl. No.	Name of the Proposed Allottees	Category	Maximum Number of Equity shares proposed to be allotted
			A	Edelweiss Asset Reconstruction Company Limited
			1	Edelweiss Asset Reconstruction Company Limited acting as Trustee of EARC Trust SC233	Non- Promoter Financial Institution	23,63,638
			2	Edelweiss Asset Reconstruction Company Limited acting as Trustee of EARC Trust SC241	Non- Promoter Financial Institution	55,61,501
			3	Edelweiss Asset Reconstruction Company Limited acting as Trustee of EARC Trust SC269	Non- Promoter Financial Institution	59,78,613
				Total(A)		1,39,03,752