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Vijay Mandora's ECS Share Acquisition

Vijay Mansinhbhai Mandora disclosed the sale of 20,00,000 equity shares of ECS Biztech Limited under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011. Prior to the sale, Vijay held 1,25,75,390 equity shares constituting 61.18% of ECS Biztech. After selling 20,00,000 shares, Vijay's holding decreased to 1,05,75,390 equity shares constituting 51.45% of the company. The off-market sale was completed on March 30th, 2022.
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0% found this document useful (0 votes)
16 views18 pages

Vijay Mandora's ECS Share Acquisition

Vijay Mansinhbhai Mandora disclosed the sale of 20,00,000 equity shares of ECS Biztech Limited under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011. Prior to the sale, Vijay held 1,25,75,390 equity shares constituting 61.18% of ECS Biztech. After selling 20,00,000 shares, Vijay's holding decreased to 1,05,75,390 equity shares constituting 51.45% of the company. The off-market sale was completed on March 30th, 2022.
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© All Rights Reserved
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Available Formats
Download as PDF, TXT or read online on Scribd

VIJAY MANSINHBHAI MANDORA

Address: 14/6, Parivar Bunglow, Beside Premchand Nagar Road,


Nr. Satyagrah Chhavni, Satellite, Ahmedabad — 380015, Gujarat.

Date: 31-03-2022

To,
BSE Ltd.
Corporate Relation Department
Phiroze Jeejeebhoy Towers,
Dalal Street, Fort,
Mumbai: 400 001

Scrip Code: 540063


Scrip Name: ECS
ISIN No.: INE925Q01024 Re.; ECS Biztech Limited

Dear Sir/Madam,

Sub: Disclosure under Reg. 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011

With reference to the above mentioned subject, | am enclosing herewith disclosure under Regulation
29(2) of the SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011 for your
information and take on record.

Thanking you,
Yours faithfully,

oi
a

(Vijay M. Mandora)
(Seller and Promoter of TC)

Place: Ahmedabad

Encl: As above

cc TO:
Company Secretary & Compliance Officer,
ECS Biztech Limited (Target Company),
B-02, THE FIRST, ECS Corporate House,
Behind Keshavbaug Party Plot,
Off. 132 Ft. Road,
Vastrapur, Anmedabad,
Gujarat, 380015
Disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeover
Regulations, 2011
Name of the Target Company (TC) ECS Biztech Limited
(Script Code: 540063, Script Name: ECS }
Name of the acquirerts)/Seller and Persons Vijay Mansinhbhai Mandora (Promoter of TC)
Acting in Concert (PAC) with the acquirer
Whether the aequirer/seller belongs to Yes — Promoter
Promoter / Promoter Group
Name(s) of the Stock Exchange(s) where the BSE Limited
shares of TC are listed
Details of aequisitien/disposal/holding of Number % w.r.t. total % w.r.t. total
shares/ voting rights/holding of the acquirer share / voting diluted share
and PAC capital wherever / voting
Before the acquisition/sell under applicable (*) capital of
consideration, holding of: TC(**)
a) Shares carrying voting rights 1,25,75,390 61.18 61.18
b) Shares in the nature of encumbrance
(pledge/lien/non-disposal
undertaking/others)
c) Voting rights (VR) otherwise than by shares
d) Warrants / convertible securities / any
other instrument that entitles the acquirer
to receive shares carrying voting rights in
the TC
(specify holding in each category)
e) Total (atb+c+d) 1,25,75,390 61.18 61.18
Details of acquisition/sale
a) Share carrying voting rights acquired/ sold 20,00,000 9.73 3.73
b) Voting rights (VR) acauired / sold otherwise
than by shares
c) Warrants / convertible securities / any
other instrument that entitles the acquirer
to receive shares carrying voting rights in
the TC
(specify holding in each category)
d) Shares encumbered / invoked/ released by
the acquirer
e) Total (atb+c+/-d) 20,00,000 9.73 9.73
After the acquisition/ sale, holding of:
a) Shares carrying voting rights 1,05,75,390 51.45 51.45
b) Shares encumbered with the acquirer
c) Voting rights (VR) otherwise than by shares
d) Warrants / convertible securities / any
otherwise instrument that entitles the
acquirer to receive shares carrying voting
rights in the TC
(specify holding in each category)
e) Total (at+b+c+d) 1,05,75,390 51.45 51.45
Mode of acquisition / sale (e.g. open Off market
market/ off market / public issue / right
issue/ preferential allotment/ inter-se
transfer etc.).
Date of aequisitien/ sales of shares / ¥R or
30-03-2022
efshares, whichever is applicable
Equity share capital/ total voting capital of 2,05,55,047 Equity Shares of Rs. 10/- each, aggregating
the TC before the said acquisition / sale (*) to Rs. 20,55,50,470/- only.
Equity share capital/ total voting capital of 2,05,55,047 Equity Shares of Rs. 10/- each, aggregating
the TC after the said acquisition / sale (*) to Rs. 20,55,50,470/- only.
10. Total diluted share / voting capital of the 2,05,55,047 Equity Shares of Rs. 10/- each, aggregating
TC after the said acquisition / sale to Rs. 20,55,50,470/- only.

(*) Total share capital / voting capital to be taken as per the latest filing done by the
Company to the
Stock Exchange under Regulations 31(1)(b) of SEBI (LODR) Regulations, 2015.
(**) Diluted share/ voting capital means the total number of shares in the TC assuming full conversio
n
of the outstanding convertible securities/ wa rrants into equity shares of the TC.

Signature of the Acquirer / Seller/ Authorised Signatory

od
Vijay M. Mandora
(Seller and Promoter of TC)

Date: 31-03-2022
Place: Ahmedabad
Date -30-03-2022

The Listing Department


BSE Limited
PhirozeJeejeebhoy Towers
Dalal Street
Mumbai-400051

Subject: Disclosure pursuant to regulation 29(2) of SEBI (Substantial Acquisition of


shares and takeover) Regulations 2011

Dear Sir

Pursuant to regulation 29(2)of SEBI (Substantial Acquisition of shares and takeover)


Regulations 2011 please find necessary information in the format prescribed under the said
regulations relating to Purchase of shares of Capfin India Ltd

Please take on record and acknowledge the receipt.

Thanking You
Yours Faithfully

Signature of the Acquirer


Dinesh Mantry
For on and behalf PAC
Formatfor disclosuresunder Regulation 29/2)ofSEBISubstantialAcquisition ofSharesand
Takeovers)Regulations, 2011
Capfin India Limited
Nameof theTargetCompany(TC)
Acquirer-Dinesh Mantry
Name(s)oftheacquirerand PersonsActingin Concert (PAC)
withtheacquirer PAC
1. Sarita Mantry

Yes
Whethertheacquirerbelongs to Promoter/Promotergroup
Bombay Stock Exchange
Name(s)oftheStockExchange(s]wherethesharesofTCare
Listed

Number [Link] %w.r.t. total


hare/voting diluted
Detailsoftheacquisition/disposalasfollovws capital share/voting
wherever capitaloftheTC
applicable()(*)

Beforetheacquisitionunderconsideration, holding of:

278888 9.73% 9.73%


a) Sharescarrying votingrights
b) Shares in the nature of encumbrance (pledge/ lien/
non-disposalundertaking/others)
c) Votingrights(VRJotherwise than byshares
d) Warrants/convertible securities/any other instrument
thatentitlestheacquirer toreceivesharescarrying voting
rights in the TC (specify holding in each
category)
e) Total (a+b+c+d)
278888 9.73% 9.73%

Detailsofacquisition/sale
17000 0.59% 0.59%
a) Sharescarrying votingrightsacquired/sold
b) VRsacquired/soldotherwise than byshares
c) Warrants/convertible securities/any other instrument
that entitles the acquirer to receive shares carrying
voting rights in the TC (specify holding in each
category)acquired/sold
d) Sharesencumbered /invoked/released bytheacquirer
e) Total (a+b+c+/-d)
17000 0.59% 0.59%
Aftertheacquisition/sale,holding of:

295888 10.32% 10.32%


a) Sharescarrying votingrights
b) Sharesencumbered with theacquirer
c)VRsotherwise than byshares
d) Warrants/convertible securities/any other instrument
thatentitlestheacquirertoreceivesharescarrying voting
rights in the TC (specify holding in each
category)afteracquisition
e) Total (a+b+c+d)
295888 10.32% 10.32%

Off-Market
Modeofacquisition /[Link]/off-market/
issue /preferentialallotment/ inter-se
publicissue/ rights
transferetc).

Dateofacquisition/saleofshares/VRordateofreceiptof
29-03-2022
intimation ofallotmentofshares, whicheverisapplicable
28647000 divided into 2864700 equity shares of
Equitysharecapital/totalvotingcapitaloftheTCbeforethe
saidacquisition/ sale
Rs10 each/

Equitysharecapital/totalvotingcapitaloftheTCafterthe
28647000 divided into 2864700 equity shares of
Rs10 each/
saidacquisition/ sale
28647000 divided into 2864700 equity shares of
Total diluted share/voting capital of the TC after the said
acquisition
Rs10 each/

Place: New Delhi

Date: 29/03/2022

Thanking You
Yours Faithfully

Signature of the Acquirer


Dinesh Mantry
For on and behalf PAC
Annexure for Disclosing under Regulation 29(2) ofSEBI (SAST) Regulation
2011 in respect of Capfin India Limited

Date of No. of % to Holding Holding


Name of Category Holding Holding
Total After % To
Before % to Acquisitioon Shares
Acquirer
Acquisition Total
Acquire Issued
and PAC Acquisition Total
Issued
Issued d Capital

Capital
Capital

17000 0.59% 123700 4.31%


106700 3.72% 29-03-2022
Dinesh Promoter

Mantry Group
172188 6.01%
Sarita Promoter 172188 6.01%

Mantry
0.59% 295888 10.32%
9.73% 17000
Total 278888

Place: New Delhi

Date: 29/03/2022

Thanking You
Yours Faithfully

Signature of the Acquirer


Dinesh Mantry
For on and behalf PAC
Date - 3003_2022

8SE Ltd.

Dalal5treet
Mumbai40O 001

DearSir,

of gift of equlrv
1 prescribe format for the acquisLtion bv way
sJblect p'ea e Ind oE(LosL'e
Wrth,ererenceto above nentroled
5hares ofthecomPanv/ Parhhe I Hvr
(saST) Regulatione 2011'
29(2).ead with resulaiion of sEBl
Form in the prescribed formatas requred underrcsulanon
Enclosed

Kind Y take the above on record'

s RG Securlties Finance Limited


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256750
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1428300 26,53
as.7r
FROM:
Monika Kalpesh Sheth
23, Ashwamegh Bunglows-2,
Nr. A-One
Ahmedabad 380015
Date: 30.03.2022
To,
Department of Corporate Service
BSE Limited
P.J. Towers,
Dalal Street,
Mumbai-400001

Dear Sir,

Sub: Disclosures under Regulation 29(1) of the SEBI (Substantial Acquisition of Shares and
takeovers)Regulations,2011
Ref Scriptcode:50367s Script1D:WagendInfra Venture Limited
/We are sending herewith Disclosure under Regulation 29(1) of the SEBI (Substantial
Acquisition of Shares and takeovers) Regulations, 2011

Please find above in order and acknowledge the same.

Thanking You,
Yours Faithfully,

Mk. S K
Monika Kalpesh Sheth

Encl: as above

CC
To,
Ms. Lavina Jhawar
Company Secretary & Compliance Officer
Wagend Infra Venture Limited
117, Hubtown Solaris, 1st Floor, N S Phadke Marg
Near East-West Flyover, Andheri (East),
Mumbai, Maharashtra, 400069
Disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and
Takeovers) Regulations, 2011

Name of the Target Company (TC)


Wagend Infra Venture Limited

Name(s) of the acquirer and Persons Acting in Monika Kalpesh Sheth


Concert (PAC) with the acquirer [Public Category
Whether the acquirer belongs to No
|Promoter/Promoter group
Name(s) of the Stock Exchange(s) where the shares BSE Limited
of TC are Listed
Details of the acquisition/disposal as follows Number % [Link] %W.r.t. total
share/voting diluted
capital share/voting
wherever capital of the TC
applicable(*) (**)

Before the acquisition under consideration,


holding of:
a) Shares carrying voting rights 115168 0.24% 0.24%
b) Shares in the nature of encumbrance
(pledge/ lien/ non-disposal undertaking/ others)

c) Voting rights (VR) otherwise than by shares

d) Warrants/convertible securities/any ot
instrument that entitles the acquirer to
receive shares carrying voting rights in the T C
(specify holding in each category)

eDetails
Totaloffatbec+d)_
acquisition/sale
115168 0.24% 0.24%

la) Shares carrying voting rights aequired/sold 13913 0.03% 0.03%

b) VRs acquired /sold otherwise than by shares

c) Warrants/convertible securities/any other


instrument that entitles the acquirer to receive
shares carrying voting rights in the TC (specify
|holding in each category) acquired/sold
d) Shares encumbered/ invoked/released by the
acquirer
e) Total (a+b+c+/-d) 13913 0.03% 0.03%
After the acquisitien/sale, holding of:
a) Shares carrying voting rights
101255 0.21% 0.21%
b) Shares encumbered with the acquirer
c) VRs otherwise than by shares
d) Warrants/convertible securities/any other
instrument that entitles the acquirer to receive
shares carrying voting rights in the TC (specify
holding in each category) after acquisition
e) Total (a+brc+d)
101255 0.21% 0.21%
|Mode of aequisitien/ sale (e.g. open market/ off. OPEN MARKET
market/public issue/ rights issue/ preferential
Date of aequisitien / sale of shares/ 4R-er-date-ef- 29-03-2022-13913shares
Feeeipt-efintimation of alletmentef-shares
whiehever-isapplieable
Equity share capital/ total voting capital of the TC 115168 shares
before the said-aequisitien/ sale
Equity share capital/ total voting capital of the TC 101255 shares
after the said aequisitien/ sale
Total diluted share/veting_eapital-ef-the-TE 13913 shares
fter the said-aequisitien
()Total share capital/voting capital to be taken as per the latest filing done by the company to
the Stock Exchange under Clause 35 of the listing Agreement.

(*) Diluted share/voting capital means the total number of shares in the TC assuming full
conversion of the outstanding convertible securities/warrants into equity shares of the TC.

.Ik-SLe,
Signature of the acquire/ seller / Autherised Signatory

Place: Ahmedabad
Date: 30-03-2022

Common questions

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Yes, acquisition methods can significantly impact a company's liquidity and public perception. For instance, the off-market acquisition by Vijay Mansinhbhai Mandora could be perceived positively or negatively by investors depending on market context and prior announcements. Off-market transactions, unlike open market purchases, do not immediately reflect in trading volumes, preserving liquidity but potentially raising concerns about transparency .

Dinesh Mantry's acquisition increased his shareholding in Capfin India Limited from 9.73% to 10.32%, enhancing his influence and perhaps voting power within the company. This acquisition, though modest, could collectively with other acquisitions, shift control dynamics, particularly in matters requiring shareholder approval .

Persons Acting in Concert (PACs) like Dinesh Mantry and Sarita Mantry combine their holdings to ascertain significant control in Capfin India Limited with a collective share count of 10.32%, supporting their influence on strategic decisions without individually exceeding regulatory thresholds .

Potential regulatory gaps include the rigorous monitoring of off-market transactions which may not instantly reflect in public share float. Challenges could also arise in ensuring all PACs (Persons Acting in Concert) disclose their combined impact on control accurately, preventing undisclosed shifts in power dynamics within companies .

The SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, mandates that promoters like Vijay Mansinhbhai Mandora disclose substantial acquisitions or sale of shares to ensure transparency and maintain market integrity. The regulation requires public disclosures to protect minority shareholders and prevent unfair practices in share acquisitions .

Accurately calculating total diluted share capital challenges include accounting for all outstanding convertible securities, warrants, and possible share issuances that may not be fully disclosed or realized immediately. Ensuring up-to-date records of all convertible instruments that impact share dilution can also be problematic, as seen in detailed holdings of shareholders .

Listing on the BSE provides companies with increased visibility, access to a larger pool of investors, and easier capital raising options, which could be advantageous during acquisition processes as it enhances market liquidity and investor confidence. This is evident in the transparency and regulation compliance observed in the share transactions involving ECS Biztech Limited and Capfin India Ltd .

Maintaining the total equity unchanged after significant transactions indicates that all convictions or releases are within the existing share count, meaning no dilution or capital restructuring were involved. This can suggest stability and predictability to investors, reducing immediate impacts on the market valuation of the company .

Monika Kalpesh Sheth's sale of shares, decreasing her holding from 0.24% to 0.21%, may be motivated by a need for liquidity, a strategic portfolio shift, or reduced confidence in Wagend Infra Venture Limited. The open market sale method suggests an effort to achieve better price realization or easier transaction execution .

The sale of shares by Vijay Mansinhbhai Mandora reduces his holding from 61.18% to 51.45%, which is still a majority but decreases his control over ECS Biztech Limited. This reduction could affect decision-making powers within the company and indicates a shift in the promoter's strategy. After selling 20,00,000 shares or 9.73% of the total shareholding, his influence is still significant although relatively less than before .

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