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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.”
- 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