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VARVEE GLOBAL LIMITED Proxy Solicitation & Information Statement 2025

Feb 19, 2025

60854_rns_2025-02-19_c2876416-def5-4bf5-9006-e96ce1f7901a.pdf

Proxy Solicitation & Information Statement

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Date: February 19, 2025

To,

To,

BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Bandra Kurla Complex, C-1, Block G, Dalal Street, Bandra (East), Mumbai 400 001 Mumbai 400 051 Scrip Code: 514274 Trading Symbol: AARVEEDEN

Sub: Corrigendum to the Notice of the Extraordinary General Meeting (“EGM”) of Aarvee Denims and Exports Limited (“Company”).

Dear Sir/Madam,

This is to inform you that pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,the Company has issued a notice dated January 30, 2025 (“ EGM Notice ”) for convening the Extraordinary General Meeting of the members of the Company which is scheduled to be held on Saturday, March 1, 2025 at 12.00 P.M. IST through Video Conferencing (“VC”) facility / Other Audio Visual Means (“OAVM”) .

The EGM Notice has been dispatched to the shareholders of the Company on February 05, 2025 in due compliance with the provisions of the Companies Act, 2013 read with the relevant rules made thereunder, read with circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India and all other applicable provisions.

The Company had submitted applications to the National Stock Exchange of India Limited (“ NSE ”) and BSE Limited (“ BSE ”) for seeking in-principle approvals concerning the proposed preferential issue of equity shares, for which shareholder approval is being sought. Subsequently, the Company received (i) an observation letter from NSE via email on February 14, 2025, and (ii) an observation from BSE through its portal on February 14, 2025. Both exchanges have directed the Company to rectify/provide additional details via a corrigendum, which is enclosed herewith.

This Corrigendum to the Notice of the EGM shall form an integral part of the EGM Notice which has already been circulated to shareholders of Company and on and from the date hereof, the Notice of the EGM shall always be read in conjunction with this Corrigendum. This corrigendum is also being published in one English Newspaper and one in Gujarati Newspaper and will also be made available on website of both the stock exchanges i.e. BSE and NSE and on the website of the Companywww.aarveedenims.com. All other contents of the EGM Notice, save and except as modified or supplemented by the Corrigendum, shall remain unchanged

Thanking you,

Yours faithfully,

For, Aarvee Denims and Exports Limited

ABIRA IDRIS Digitally signed by ABIRA IDRIS MANSURI MANSURI Date: 2025.02.19 20:13:45 +05'30' Abira Mansuri Company Secretary & Compliance officer

Encl.: As above

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AARVEE DENIMS AND EXPORTS LIMITED

CIN: L17110GJ1988PLC010504

Regd. Office: 191, Shahwadi, Near Old Octroi Naka, Narol Sarkhej Highway, Narol, Ahmedabad-382405, Gujarat, India .

Phone: 079-30417000 ; E-Mail: [email protected] , Website: www.aarveedenims.com .

CORRIGENDUM TO THE NOTICE OF THE EXTRAORDINARY GENERAL MEETING

Aarvee Denims and Exports Limited (“ Company ”) has issued a notice dated January 30, 2025 (“ EGM Notice ”) for convening the Extraordinary General Meeting of the members of the Company which is scheduled to be held on Saturday, March 1, 2025 at 12.00 P.M. IST through Video Conferencing (“VC”) facility / Other Audio Visual Means (“OAVM”) .

The EGM Notice has been dispatched to the shareholders of the Company on February 05, 2025 in due compliance with the provisions of the Companies Act, 2013 read with the relevant rules made thereunder, read with circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India and all other applicable provisions. Capitalized words and expressions used but not defined herein shall have the same meaning as assigned to them in the EGM Notice.

The Company had submitted applications to the National Stock Exchange of India Limited (“ NSE ”) and BSE Limited (“ BSE ”) for seeking in-principle approvals concerning the proposed preferential issue of equity shares, for which shareholder approval is being sought. Subsequently, the Company received (i) an observation letter from NSE via email on February 14, 2025, and (ii) an observation from BSE through its portal on February 14, 2025. Both exchanges have directed the Company to rectify/provide additional details via a corrigendum.

This corrigendum is being issued to notify the amendments/ provide clarifications and additional details with respect to certain disclosures made under the explanatory statement which is annexed to the EGM Notice (“ Explanatory Statement ”), as mentioned herein:

1. The last statement of the last proviso of point no. 2 of the Explanatory Statement with respect to “ Objects of the Preferential Issue” shall be read as follows:

“Consequently, the funding requirements of our Company and deployment schedules are subject to revision in the future at the discretion of the management, subject to applicable laws.”

  1. The point no. 20 of the Explanatory Statement with respect to “ Practicing Company Secretary’s Certificate” shall be read as follows :

A Certificate from Mr. Tapan Shah, (COP No: 2839 & Membership No.: 4476) Practicing Company Secretary, certifying that the preferential issue is being made in accordance with the requirements of Chapter V of the SEBI ICDR Regulations shall be made available for inspection by the Members during the meeting and will also be made available on the Company’s website at http://www.aarveedenims.com/investors/stock-exchangeintimation/.

3. ANNEXURE A: LIST OF THE PROPOSED ALLOTTEE ALONG WITH THE NAMES OF NATURAL PERSONS WHO ARE THE ULTIMATE BENEFICIAL OWNERS OF THE EQUITY SHARES:

1 | AARVEE DENIMS AND EXPORTS LIMITED

Sr. Natural Persons
Pre-Preferential
Hldi
Pre-Preferential
Hldi
No. of securities to No. of securities to Post-Preferential
Holding
Post-Preferential
Holding
Name of the who are the
Ultit
ong be allotted
No. Proposed Allottee mae
beneficial owners
N f % f No. of % of
Shares

(UBOs)
o. o
Shares
o
Holding
No. of
Shares
% of Shares
Holding
1 Yashwant
Amratlal
Thakkar
Not Applicable Nil Nil 5,19,828 1.91% 5,19,828 1.91%
2 Varun Kabra Not Applicable Nil Nil 2,22,783 0.82% 2,22,783 0.82%
3 SandeepSingh Not Applicable Nil Nil 1,85,653 0.68% 1,85,653 0.68%
4 VPK
Global
Ventures
Fund
Scheme I
Chetan Pankajbhai
Kotak
11,500 0.05% 1,70,800 0.63% 1,82,300 0.67%
5 KomalayInvestrade
Private Limited
Malay RohitKumar
Bhow
Nil Nil 1,48,522 0.55% 1,48,522 0.55%
6 VismayShah Not Applicable Nil Nil 1,48,522 0.55% 1,48,522 0.55%
7 Benani
Capital
Scheme I
Benani Weathfront
LLP,
Designated
Partners of LLP:
1.Paras M Benani,
2. Jitendra H
Benani 3.,Rinaben
J Benani,
4. Ami Darshan
Karia


4,500
0.02% 1,48,522 0.55% 1,53,022 0.56%
8 Indu Bala Jain Not Applicable 38,305 0.16% 1,48,522 0.55% 1,86,827 0.69%
9 ParagBharat Mehta Not Applicable Nil Nil 1,29,957 0.48% 1,29,957 0.48%
10 Jinesh Haresh Shah Not Applicable Nil Nil 1,11,392 0.41% 1,11,392 0.41%
11 Somani Ventures and
Innovations Limited
Not Applicable Nil Nil 1,11,392 0.41% 1,11,392 0.41%
12 Gunjan Not Applicable Nil Nil 92,826 0.34% 92,826 0.34%
13 Intellectual Partners Nisha Jain,
Priyanka Havelia
40,000 0.17% 89,113 0.33% 1,29,113 0.48%
14 Tattvam AIF Trust Tattvam Streets
LLP,
Nil Nil 74,261 0.27% 74,261 0.27%
15 Greek
Venture
Corporation
Vishnu Bhagwan
Garg, Neha Garg
Nil Nil 74,261 0.27% 74,261 0.27%
16 Meghavi
Chetan
Agrawal
Not Applicable Nil Nil 74,261 0.27% 74,261 0.27%
17 Shah Savitaben R Not Applicable 500 0.00% 74,261 0.27% 74,761 0.28%
18 Palak Chadha Not Applicable Nil Nil 74,261 0.27% 74,261 0.27%
19 Simran Not Applicable Nil Nil 74,261 0.27% 74,261 0.27%
20 Priti Mahesh Shah Not Applicable Nil Nil 74,261 0.27% 74,261 0.27%
21 Mansi Mukesh Jain Not Applicable Nil Nil 74,261 0.27% 74,261 0.27%
22 Century
India
Opportunity Fund PC
Bal Krishen and
Deepak Kumar
Sawarthia
Nil Nil 74,261 0.27% 74,261 0.27%
23 Care
Wealth
Advisors LLP
Nirmit Shah,
Sweta Shah Meena
Shah,
50,000 0.21% 74,261 0.27% 1,24,261 0.46%
24 Nilesh Babulal Kabra Not Applicable Nil Nil 74,261 0.27% 74,261 0.27%

2 | AARVEE DENIMS AND EXPORTS LIMITED

Sr. Natural Persons
Pre-Preferential
Hldi
Pre-Preferential
Hldi
No. of securities to No. of securities to Post-Preferential
Holding
Post-Preferential
Holding
Name of the who are the
Ultit
ong be allotted
No. Proposed Allottee mae
beneficial owners
N f % f No. of % of
Shares

(UBOs)
o. o
Shares
o
Holding
No. of
Shares
% of Shares
Holding
25 Harsha
Rajesh
Jhaveri
Not Applicable Nil Nil 74,261 0.27% 74,261 0.27%
26 AbhayD Musale Not Applicable Nil Nil 37,130 0.14% 37,130 0.14%
27 Jyoti
Ajay
Kumar
Gupta
Not Applicable Nil Nil 37,130 0.14% 37,130 0.14%
28 Ajaykumar Gupta Not Applicable Nil Nil 37,130 0.14% 37,130 0.14%
29 Seema
Girishkumar
Shah
Not Applicable 3,060 0.01% 37,130 0.14% 40,190 0.15%
30 Brinda Parth Shah Not Applicable Nil Nil 37,130 0.14% 37,130 0.14%
31 Vedant
Pawan
Agrawal
Not Applicable 1,500 0.01% 37,130 0.14% 38,630 0.14%
32 Agrawal Naman Not Applicable 12,833 0.05% 37,130 0.14% 49,963 0.18%
33 Agrawal Nilay Not Applicable Nil Nil 37,130 0.14% 37,130 0.14%
34 Amogh
Alok
Chaturvedi
Not Applicable Nil Nil 37,130 0.14% 37,130 0.14%
35 Truvito
Corporate
Advisors LLP
Yash Vinodbhai
Doshi
Nil Nil 37,130 0.14% 37,130 0.14%
36 Raynvvest Sri Amit Kumar
Sarda, Smt.
Tamanna Sarda
Nil Nil 37,130 0.14% 37,130 0.14%
37 SojitraKiritArjanbhai
HUF
Kiritbhai Arjanbhai
Sojitra
Nil Nil 37,130 0.14% 37,130 0.14%
38 Sojitra
Dipak
Arjanbhai HUF
Sojitra Dipak
Arjanbhai
Nil Nil 37,130 0.14% 37,130 0.14%
39 Kamlesh
P.
Shah
HUF
Shah Kamlesh
Prahladbhai
Nil Nil 37,130 0.14% 37,130 0.14%
40 Bhavesh
P.
Shah
HUF
Shah Bhavesh Nil Nil 37,130 0.14% 37,130 0.14%
41 Pushpadevi
S
Agrawal
Not Applicable Nil Nil 37,130 0.14% 37,130 0.14%

This Corrigendum to the Notice of the EGM shall form an integral part of the EGM Notice which has already been circulated to shareholders of Company and on and from the date hereof, the Notice of the EGM shall always be read in conjunction with this Corrigendum. This corrigendum is also being published in one English Newspaper and one in Gujarati Newspaper and will also be made available on website of both the stock exchanges i.e. BSE and NSE and on the website of the Company www.aarveedenims.com. All other contents of the EGM Notice, save and except as modified or supplemented by the Corrigendum, shall remain unchanged.

Registered Office: By Order of the Board of Directors 191, Shahwadi, Near Old Octroi Naka, Narol Sarkhej Highway, Narol, Ahmedabad-382405, Gujarat, India. Sd/Abira Mansuri Place: Ahmedabad Company Secretary & Compliance Officer

Place: Ahmedabad Date: February 19, 2025

3 | AARVEE DENIMS AND EXPORTS LIMITED