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Triochem Products Limited

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© All Rights Reserved
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0% found this document useful (0 votes)
32 views101 pages

Triochem Products Limited

Copyright
© All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd

TRIOCHEM PRODUCTS LIMITED

Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai,
Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150 Fax: +91 (22) 2282 8181
E-mail: info@[Link] Website: [Link]
Corporate Identity Number: L24249MH1972PLC015544

Ref No: TPL PP 20230328 2023; 13th April 2023


To
BSE Limited
Corporate Relationship Department,
Phiroze Jeejeebhoy Towers,
Dalal Street, Fort, Mumbai: 400 001.
Security Code No. 512101 - ISIN No.: INE331E01013.

Dear Sir / Madam,

Sub: Non-Applicability of Regulation 23(9) of SEBI (LODR) (Amendments) Regulation, 2018

This is to inform you that Disclosures of the Related Party Transaction on a consolidated basis
under Regulation 23(9) of SEBI (Listing Obligations and Disclosure Requirements) (Amendment)
Regulations, 2018 is not applicable to our Company.

Further, we would like to clarify that our claiming exemption under Regulation 15(2) of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 the compliance with the
Corporate Governance provision shall not apply to listed entities having Paid up equity share capital
not exceeding Rs.10 Crores and Net worth not exceeding Rs.25 Crores, as on last day of previous
financial year. This is to certify that the, paid up equity capital of the company is Rs.24,50,000/- (Rs.
Twenty-Four Lakh Fifty Thousand Only) which is less than Rs.10 Crores (Rs. Ten Crores) and Net
worth is Rs.13,04,65,776/- (Rs. Thirteen Crores Four Lakh Sixty-Five Thousand Seven Hundred
Seventy-Six Only) which is less than Rs.25 Crores. (Rs. Twenty-Five Crores) as per the audited
Balance sheet as at 31st March 2022, which is within the limit as prescribed in Regulation 15(2) of
SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.

This Certificate is issued pursuant to requirement of declaration of applicability of Regulation 15(2)


of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.

In view of above, the Company is exempted under Regulation 15(2) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and consequently the company is also exempted
from submitting the Disclosures of the Related Party Transaction on a consolidated basis for the
Half Year Ended 31st March 2023 to the Stock Exchange.

Further, we confirm that where the provision of the said regulation becomes applicable to the
Company at a later date, the same shall be complied with, within six months from the date on
which the provisions become applicable to the Company.
TRIOCHEM PRODUCTS LIMITED
Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai,
Maharashtra, PIN: 400001. Telephone: +91 (22) 2266 3150 Fax: +91 (22) 2282 8181
E-mail: info@[Link] Website: [Link]
Corporate Identity Number: L24249MH1972PLC015544

You are requested to take the above information in your records.

Thanking you,
Yours faithfully,
For TRIOCHEM PRODUCTS LIMITED
RAMU SITARAM
Digitally signed by RAMU SITARAM DEORA
DN: c=IN, st=Maharashtra,
[Link]=a1cadd1da2dc198d26862c2d74e875f10b0d404da99bac94358ceb
75d64d35cc, postalCode=400026, street=25/26 FLOOR MOUNT BLANC
APARTMENT,AK MARG KEMPS CORNER,CUMBALLA

DEORA
HILL,MUMBAI,Maharashtra-400026,
pseudonym=11390d01a6ce232050617e130e408f1b,
serialNumber=1f4968419875690d253662b415960f6da74e2c1eac752898a9
43873451534143, o=Personal, cn=RAMU SITARAM DEORA
Date: 2023.04.13 19:20:21 +05'30'

RAMU S. DEORA
DIRECTOR
DIN: 00312369
CIN NO.: L63040WB1986PLC040796

Date: - 13th April, 2023

To, To,
The Secretary, Dy. General Manager,
The Calcutta Stock Exchange Limited Corporate Relationship Department,
7, Lyons Range, BSE Limited,
Kolkata – 700 001 P. J. Tower,
Mumbai – 400 001
Dear Sir/Madam,

Sub:- Certificate under Regulation 7(3) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015

We attach herewith a Certificate under Regulation 7(3) of SEBI (Listing Obligations and
Disclosure Requirements) Regulation, 2015 for financial year ended 31st March, 2023 for your
records.

This is for your information and records.

Yours faithfully,

For T. Spiritual World Limited


NETRA Digitally signed by
NETRA BAHADUR
BAHADUR RANABHAT
Date: 2023.04.13
RANABHAT 17:38:22 +05'30'

Netra Bahadur Ranabhat


Whole-Time Director
DIN: 06716666

Registered Office:
Email complianceofficer@[Link] 4, N.S. Road,1st Floor,
Website: [Link] Kolkata—700001
Telephone : 033-22315717
CIN NO.: L63040WB1986PLC040796

Date: 13th April, 2023

To, To,
The Secretary, Dy. General Manager,
The Calcutta Stock Exchange Limited Corporate Relationship Department,
7, Lyons Range, BSE Limited,
Kolkata – 700 001 P. J. Tower,
Mumbai – 400 001

Subject: Compliance Certificate under Regulation 7 (3) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 for the Financial Year ended 31st March,
2023

Scrip Code: 532444 (BSE), 15091 (CSE),


ISIN: INE541C01037

Dear Sir / Madam

Pursuant to the requirement of Regulation 7(3) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, we hereby certify that all activities in relation to both
physical and electronic share transfer facility are maintained by our Company’s Registrar and
Share Transfer Agent, viz., Bigshare Services Private Limited having permanent SEBI
Registration No: INR000001385.

Kindly take note of the above.

Thanking You,

Yours Faithfully,

For T. Spiritual World Limited For Bigshare Services Private Limited


VENKATA Digitally signed by
NIKITA Digitally signed
by NIKITA ROY KRISHNA
VENKATA
KRISHNA MOHAN

ROY Date: 2023.04.13


17:40:06 +05'30'
MOHAN NANDAM
Date: 2023.04.13
NANDAM 16:04:09 +05'30'
Nikita Roy N V K Mohan
Compliance Officer Authorised Signatory

Registered Office:
Email complianceofficer@[Link] 4, N.S. Road,1st Floor,
Website: [Link] Kolkata—700001
Telephone : 033-22315717
SOFTRAK VENTU RE I NVESTM ENT
_
Reg. Office:
-. LI M
-raJru ITED
Lv Sorffiflffr'p
r
-!5Ia*
tgnt sno
111 ?IrT'201,,Moon
Memnagar, Ahm6da6ad _ 380052 Gujarat
3jll: lu:,rd,
i.o)orrr, phone No.: 9824695328

To, 13th April,2023


The General Manager-Listing
Corporate Relationship Depaitment
The BSE Limited
Ground Floor, pJ Towers,
Dalal Street, Mumbai-400001

Scrio Code: 531529

Dear Sir/Nladam,

we hereby undertake that our company does not


fall under the "Large corporate criteria,, as
prescribed in para 2'2 of the spgt
bircular spgilHo/DDHS/c rR/p/2org/r44 d,ated
November 26' 2018 regarding Fund raising "o.
by issuanc-e-of oebt Securities by Large Entities.
Therefore, the requirement for furnishing
tlhe Initial Dsclosu.e in prescribed format of
"Arulexure-A" of that circular do not appHJable to our
co-puny.
Please take the same on your record.

Thanking You.

Investment Limited
Eloi5g*g
"
)i

DIN:06970929
NIRBHAY COLOURS INDIA LIMITED
ormerly Known as Parth Industries Limited)
Registered Office Address: 201,Moon Light,Shopping Center , [Link] Towers, Memnagar,
Ahmedabad-380052 CIN: L24100c}1993PLC017863 lEmail: parthindustrieslimited@[Link]
contact: 9825021447 | website: [Link]

13th April,2023
To,
The General Manager-Listing
Corporate Relationship Department
The BSE Limited
Ground tr'loor, PJ Towers,
Dalal Street, Mumbai-400001

Suin Code: 524546

Su licabil I circula O/DDH 4 dated


November 26.2018 - disclosure bv large corporates.

Dear Sir/Madam,

We hereby undertake that our Company does not fall under the "Large Corporate criteria" as
prescribed in para 2.2 of the SEBI circular no. sEBI/Ho/DDHS/cIR/pl2o1gl144 dated
November 26, 2018 regarding Fund raising by issuance of Debt Securities by Large Entities.
Therefore, the requirement for furnishing the Initial Disclosure in prescribed format of
"Annexure-A" of that circular do not applicable to our Company.

Please take the same on your record

Thanking You.

Yours faithfully,

For Nirbhay Colours India Limited


(F-ormerly known as Parth Industries Limited)

w@
Raghvendra Kulkarni
Director
DIN:06970323
OLYMPIC OIL INDUSTRIES LIMITED
CIN: L15141MH1980PLC022912
Regd. Off.: 709, C Wing, One BKC, Near Indian Oil Petrol Pump, G Block, BKC, Bandra (East), Mumbai - 400051
Tel.: 9122 6249 4444 E-Mail ID: olympicoilltd@[Link] Website: [Link]

To Date: 13th April, 2023


The Department of Corporate Services
BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street, Fort, Mumbai - 400 001

Dear Sir,

Sub: Submission of Certificate pursuant to Regulation 7(3) of SEBI (Listing Obligations &
Disclosure Requirements) Regulations, 2015

Ref.: Olympic Oil Industries Limited Scrip Code 507609

In compliance with the Regulation 7(3) of the SEBl (Listing Obligations and Disclosure
Requirements) Regulations, 2015, please find enclosed the Compliance Certificate for the
year ended 31st March, 2023.

Kindly take the above on record.

Thanking you,

Yours faithfully,

For Olympic Oil Industries Limited

Nipun Digitally signed by Nipun Verma


DN: c=IN, st=Maharashtra,
[Link]=ea6173c3f9f72b572dbac2e4da4fb574884064850c
8d1e6d3eb7d87691819283, postalCode=400052,
street=B/404, Jhulelal Chs,16th Road,Khar
West,Mumbai,Khar Delivery,Mumbai Suburban,
pseudonym=32382f6f3d83f5ce9747126109d69f0e,

Verma
title=7786,
serialNumber=dbcd712369de8707b5c4f2a55a26b50bd198
671111128adbb614e80f2957d0cf, o=Personal, cn=Nipun
Verma
Date: 2023.04.13 17:46:07 +05'30'

Nipun Verma
Whole-Time Director
DIN: 02923423
COMPLIANC E C ERTIFICATE
For The Year Ended on 31-03-2023

[Pursuant to Regulation 7(3) of the SEBI (Listing Obligations


and Disclosure Requirements) Regulations, 20151

As per the requirement of Regulatlon 7(3) of the Securities and Exchange Board
of India (Listing Obl igations and Disclosure Requirements ) Regulations, 2015 ,
we hereby confirm that all actrvities in relation to both physical and
[Link] share transfe.r facility are [Link] by the Company, s Registrar
and Share Transfer Agent, vrz. , Llnk Intime lndia pvt Ltd a Category-I,
Registrar & Share Transfer Agent (RTA) , registered with the Securities and
Exchange Board of India {SEBI) vide Registration Number: INRo00004058 during
the period April 1, 2022 Xo March 31, 2023 (both days lnclusive) .

Thanking you,

Very truly yours,


For Olympic Oil lndustries Limited For LINK INTIME INDIA PW. LTD.

(coMPLTANCE 0FFTCER) (AUTHoRTSED SIGNATORY)


-
Phone :01745 244226
H.O. : 011-26342963

- ANS Industries Ltd.


Head Office : 14412, Ashram, Mathura Road, New Delhi -110014
011-45450909
Fax : 011-45450990

Regd. Office & Works : 136 KM,Vill. & P.O. Shamgarh, Dist. Karnal Haryana-132116
E-mail : [Link]@[Link] [Link] CIN.Ll5130HRl994PLCO32362

Date: 13.04.2023

BSE Limited
Corporate Relation Department
PJ Towers, Dalal Street,
Mumbai - 400001

Sub: Yearly certificate issued under reaulation 40 (9) o f SEBl (Listing


Obligations and Disclosure Requirements), 2015

Dear SirIMadam.

Please find attached herewith yearly certificate under regulation 40 (9) of SEBl
(Listing Obligations and Disclosure Requirements), 2015 by Practicing Company
Secretary for the year ended 31" March, 2023.

This is for your kind information and record.

Thanking you,

For ANS Industries Limited


ANUJ GUPTA AND ASSOCIATES
(Company Secretaries)
Www. [Link]

UNDER REGULATION 409) OF THE SEBI (LISTI NG


CERTIFICATE
2015
OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS,
FOR THE YEAR ENDED 315" MARCH, 2023

I, have examined all Share Transfer Deeds, Memorandum of Transfers, Registers. Files
by MAS
and other documents relating to company ANS Industries Limited maintained
Services Limited (Registrar and Share Transfer Agent of the company) pertaining to
transfer of equity shares of the company for the period from 1% April, 2022 to 31%
40 (9) of
March, 2023 for the purpose of issuing a certificate pursuant to Regulations
on the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Based
information provided by the company, I hereby certify that during the year ended on 31"
March, 2023:-

a) The company has not received any request for registration of transfer of shares
during the period from 1° April, 2022 to 31* March, 2023.

b) The company has not received any request for issue of duplicate, sub-division.
consolidation, renewal and split of any share certificates during the period from 1"
April, 2022 to 31% March, 2023.

For Anuj Gupta & Associates


(Company Secretaries)

(Proprietor)

M. No: A-31025
COP No: 13025

Peer Review Certificate No. 1126/2021


UDIN: A031025E000088071

Date: 13/04/2023
Place: New Delhi

187- H/ 5, lind Floor, Kilokari Market,


x Opp. Maharani Bagh, Above Easy Day, +91 114300 1803,
Back Side Entry, New Delhi- 110014 +91 81786 00221
TP I INDIA LIMITED .
Registered & Corporate Office : Plot No. J-61, Additional M.I.D.C. Murbad,
Dist. Thane-421 401, Maharashtra, INDIA.
E-mail : admin@[Link] * Website : [Link] : AN ISO 9001:2015
CIN : L28129MH1982PLC026917 CERTIFIED COMPANY

April 6, 2023
Deputy General Manager
Listing Compliance
BSE Limited
P. J. Towers,
Dalal Street
Mumbai 400 001

Dear Sir,

Ref : Scrip Code : 500421


Subject: Non-applicability of Initial Disclosure for SEBI Circular
SEBI/HO/DDHSICIR/P/2018/144 dated November 26, 2018

We refer to SEBI Circular SEBI/HO/DDHS/CIR/P/2018/144 dated November 26, 2018


which provides that the Compliance of initial disclosure is applicable to those listed
entities which have their specified securities listed on the recognized Stock Exchange
and have as outstanding long term borrowing of Rs. 100.00 Cr or above and have credit
rating of ‘AA’ and above

In this regards, we confirm that for the year ended 31st March, 2023, our Company do
not have any specified securities or outstanding long term borrowing of Rs. 100.00 Cr or
above or have credit rating of ‘AA’ and above, so we do not fall under the applicability
framework of Large Corporate (LC) as_ specified in SEBI Circular
SEBI/HO/DDHS/CIR/P/2018/144 dated November 26, 2018

Kindly take the above submission on record and oblige,

Thanking you.

Yours faithfully,
For TPI ata Limited
\
f | wee)
“|:
Bharat C. Parekh
Whole Time Director
(DIN — 02650644)

Factory : Plot No. J-61, Additional M.I.D.C. Murbad, Dist. Thane-421 401, Maharashtra, INDIA.
NANAVATI VENTURES LIMITED
CIN: L51109GJ2010PLC061936
Reg. Office: S-414, OM Plaza, Adarsh App. Co. Op. Ho. Soc.,
Village: Vijalpor, Taluka: Jalalpore, Navsari-396445, Gujarat
Contact No.: +91 9316691337, [Link]
Email: nanavativentures@[Link], info@[Link]
Date: 13/04/2023

To,
The Corporate Relations Department
BSE Limited
P. J. Towers, Dalal Street,
Mumbai-400001, Maharashtra

Sub: Outcome of Board Meeting No. 2/2023-24 held on 13th April, 2023.
Scrip Code: 543522

Dear Sir/Madam,

We hereby inform the Stock Exchange that the Board of Directors of the Company in their Meeting No.
2/2023-24 held on Thursday, the 13th April, 2023, inter alia other businesses, has transacted the
following main business:

1) Taken on record consent withdrawal letters of Mrs. Urmilaben Nagjibhai Gohil and Mr. Kantibhai
Raychandbhai Palaja for subscription of fully Convertible Warrants.

2) Allotment of 30,22,000 (Thirty Lakh Twenty Two Thousand) Fully Convertible Warrant
(“Warrants”) at a subscription price of Rs. 11.25 per warrant and the warrant exercise price of Rs.
33.75 per warrant, aggregating to Rs. 45/- per warrant convertible into equity share (including a
premium of Rs. 35/- per equity share), aggregating Rs. 13,59,90,000/- (Rupees Thirteen Crore Fifty
Nine Lakh Ninety Thousand), on preferential basis pursuant to the approval granted by the
shareholders of the Company at their Extraordinary General Meeting held on 24th March, 2023 and
pursuant to the in-principle approvals granted by BSE Limited on 3rd April, 2023. List of Allottees of
fully Convertible Warrants are as under:

Sr. No. Name of Allottees No. of Warrants Category


1. Chhotelal Chaudhari HUF 55,000 Non-Promoter
2. Chhotelal Chaudhari 67,000 Non-Promoter
3. Manjuben Jayantibhai Vagdoda 1,78,000 Non-Promoter
4. Ashaben Dharamshibhai Vala 55,000 Non-Promoter
5. Pinkeshkumar Rajnibhai Patel HUF 89,000 Non-Promoter
6. Chandubhai Lallubhai Nai 1,10,000 Non-Promoter
7. Taraben Chandubhai Nayi 89,000 Non-Promoter
8. Dilip Narsinhbhai Patel 1,34,000 Non-Promoter
9. Parshottambhai Zaverbhai Patel 1,67,000 Non-Promoter
10. Demaben Khagaji Solanki 1,67,000 Non-Promoter
11. Kantaben Narshibhai Palaja 1,00,000 Non-Promoter
12. Kirtibhai Chamanbhai Adhgama 1,67,000 Non-Promoter
13. Maheshji Chothaji Thakor 89,000 Non-Promoter
14. Kashmira Hemantkumar Nanavati 15,55,000 Promoter
Total 30,22,000
NANAVATI VENTURES LIMITED
CIN: L51109GJ2010PLC061936
Reg. Office: S-414, OM Plaza, Adarsh App. Co. Op. Ho. Soc.,
Village: Vijalpor, Taluka: Jalalpore, Navsari-396445, Gujarat
Contact No.: +91 9316691337, [Link]
Email: nanavativentures@[Link], info@[Link]
Each of the warrant, so allotted, is convertible into or exchangeable for one fully paid-up equity share of
face value Rs. 10/- (Rupees ten) each of the Company in accordance with the provisions of the Securities
and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as
amended, upon payment of the balance consideration of Rs. 33.75/- per warrant by the allottee on or
before the expiry of 18 (Eighteen) months from the date of allotment of the warrants.

The said Meeting commenced at 04.00 p.m. and concluded at 5.35 p.m.

Kindly take the same on your record.

Thanking You,

Yours faithfully,

For NANAVATI VENTURES LIMITED


Digitally signed by PANKAJ

PANKAJ VALJIBHAI PANDAV


DN: cn=PANKAJ VALJIBHAI
PANDAV, c=IN, l=SURAT,

VALJIBHA st=GUJARAT, o=Personal,


email=CSPANKAJPANDAV@GMAIL
.COM,
serialNumber=8bd562aac92ab411db

I PANDAV 5022dc9c334d39c21a84d272319ad5
7145a448ca3003d6
Date: 2023.04.13 17:47:54 +05'30'

PANKAJ PANDAV
Company Secretary & Compliance Officer
ACS No.: 62216
V.B. Desai Financial Services Limited
Category I Merchant Banker - SEBI Registration No. INM 000002731

April 13, 2023

The Corporate Relations Department


The BSE Ltd.
[Link], Dalal Street,
Mumbai – 400 001

Dear Sirs,

Ref: Company Code No. 511110

Sub: Certificate under clause 40 (9) of Listing Obligations and Disclosure Requirements for the
year ended 31st March 2023

With reference to the above, we enclose the certificate under clause 40 (9) of Listing Obligations and Disclosure
Requirements issued by Hariharan & Associates, Practicing Company Secretary for the year ended on 31 st March
2023.

Kindly take the same on your record.

Thanking you,
Yours faithfully,
For V.B. DESAl FINANCIAL SERVICES LIMITED

Kamlesh M Gagvani
Company Secretary

Encl: As above

----------------------------------------------------------------------------------------------------------------------------------------------------------------------
Registered Office : Cama Building, 1st Floor, 24/26 Dalai Street, Fort, Mumbai 400 001 CIN: L74120MH1985PLC037218
Tel.: +91 - 22-4077 0777 Web: [Link] Tel.: +91 - 22-4077 0777 Web: [Link] E-mail: info@[Link]
HITTCO TOOLS LTD. AN 1SO 9001 - 2015 COMPANY

Works : # 78, Ill Phase, Peenya Industrial Area, Bangalore - 560 058. Karnataka, INDIA. Tel: +91-80-2839 2265
E-mail : sales@[Link] Website: [Link],com CIN No. L28939KA1995PLC016888

Date: 12.04.2023
To,

1, BSE Limited
25™ Floor, P. J. Tower, Dalal Street,
Mumbai ~ 400001

Hittco Tools Limited


78, Hl Phase, Peenya Industrial Area,
Bangalore (KA)- 560058

Audit Committee
Hittco Tools Limited
78, IL Phase, Peenya Industrial Area,
Bangalore (KA)- 560058

Script Code: 531661

Dear Sir,

Subject: Annual Disclosure under Regulation 30 of SEBI (Substantial Acquisition of


Shares and Takeovers) Regulation, 2011

In terms of Regulation 30(3) of SEBI (Substantial Acquisition of shares and takeover)


Regulation 2011, we hereby submit the annual disclosure under Regulation 30 (1) and 30(2)
of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

In terms of Regulation 31(5) of SEBI (Substantial Acquisition of shares and takeover)


Regulation 2011, we hereby confirm that we have not made any encumbrance, directly or
indirectly on the securities of Hittco Tools Limited held by us.

Kindly take the same on your record.

Yours Truly,

Promoter and Managing Director


DIN: 00727912

Me ANISO 9001-2015 COMPANY

Corporate Office : “HTC ASPIRE”, # 19, Ali Asker Road, Bangalore-560 052. Tel : +91-80-4086 5000 Fax : 4086.5026
HITTCO TOOLS LTD. AN ISO 9001 - 2015 COMPANY

i Area, Bangalore -- 560 058. Karnataka, INDIA. Tel: +91-80-2839 2265


Works : # 78, Ill Phase, Peenya Industrial
E-mail: sales@[Link] Website: [Link] CIN No. L28939KA1995PLC016888

Disclosures under Regulation 30(1) and 30(2) of SEBI (Substantial


Acquisition of Shares
and Takeovers) Regulations, 201 1

Part A — Details of Shareholding

[Link] of the Target Company (TC)


HITTCO TOOLS LIMITED
CIN: L28939KA 1995PLC016888
2. Name(s) of the stock exchange(s) where the BSE Limited
shares of the TC are listed
3. Particulars of the shareholder(s) :

a. Name of person(s) together with Persons


Acting in Concert (PAC) whose total holding
(including that in the form of shares, warrants,
convertible securities and any other instrument
that would entitle the holder to receive shares
in the TC) is more than 25% of the voting
rights of the TC.

Or

b. Name(s) of promoter(s), member of the Mr. Surendra Bhandari on behalf of himself,


promoter group and PAC with him. promoter(s) and promoter (s) Group.
4. Particulars of the shareholding of person(s) Number % wort. % of total
mentioned at (3) above of shares total share diluted
/voting share/voting
capital capital of
. wherever TC (*)
As of March 315? of the year, holding of: - applicable
a) Shares
1) Surendra Bhandari 1000684 16.25 16.25
2) Madhu Bhandari 70077 1.14 , L.14
3) Yashvardhan Bhandari 118700 1.93 1.93
4) Sidharth Bhandari 19379 0.31 0.31
5) Hittco Properties LLP (earlier known as 370051 6.00 6.00
Hittco Properties Pvt Ltd)
(b) Voting Rights (otherwise than by shares) < - -
(c) Warrants, “ - -

'(d) Convertible Securities - - -


¢) Any other instrument that would entitle the - - -
holder to receive shares in the TC,
Total 1578891 25.63% 25.63%

;
Corporate Office : “HTC ASPIRE”, # 19, Ali Asker Road, Bangalore-560 052. Tel : +91-80-4086.5000 Fax: 4086 5026
HITTCO TOOLS LTD. AN ISO 9001 - 2015 COMPANY

Works : # 78, lil Phase, Peenya Industrial


i Area, Bangalore -- 560 058. Karnataka,
ka, INDIA. Tel: +91-80-2839 2265
E-mail : sales@[Link] Website : [Link] CIN No. L28939KA1995PLC016888
Part — B - Name of the Target Company: HITTCO
TOOLS LIMITED

Name(s) of the person and person actingin | Whether the


person PAN of the person
concert (PAC) with the person belongs to Promoter / | and PACs
Promoter group
1, SURENDRA BHANDARI Yes AAUPB9460D
2._ MADHU BHANDARI Yes AATPB8093P
3. SIDHARTH BHANDARI Yes AASPB1357P
4. YASHVARDHAN BHANDARI Yes ACVPY3047L
5. HITTCO PROPERTIES LLP Yes AAJFH2930H
(EARLIER KNOWN AS HITTCO
PROPERTIES PVT LTD)

(*) 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.
Note

1. In case of promoter(s) making disclosure under regulation 30(2),


no additional disclosure under
regulation 30(1) is required.

Place: Bangalore _ & (SURENDRA BHANDARD


Date: 12.04.2023 Promoter and Managing Director
°
DIN: 00727912

:
Corporate Office : “HTC ASPIRE”, # 19, Ali Asker Road, Bangalore-560 052. Tel : +91-80-4086 5000 Fax : 4086 5026
New No. 29, Old No. 12, Mookathal Street,
Purasawalkam, Chennai – 600 007, India.
C I N . N o : L7 4 9 9 9 TN 1 9 9 1 P LC 0 2 0 7 6 4 .
ASHRAM [Link] LIMITED

To: 13|04|2023
The Bombay Stock Exchange Limited,
Listing / Corporate Listing Department,
Floor No. 25, P.J. Towers, Dalal Street,
Mumbai – 400 001

Dear Sir,

Subject: Submission of Scrutinizer Report of Postal ballot


Scrip Code: 526187

Pursuant to Regulation 44(3) of SEBI Listing Regulations please find attached herewith
the report of the scrutinizer with the Voting Results of Postal Ballot in respect of
resolution as set out in the Postal Ballot Notice dated 10th March 2023.

The remote e-voting process concluded on Wednesday, April, 12 2023 at 5:00 p.m.
(IST), post which the Scrutinizer has submitted their report on the result of the Postal
Ballot.

Based on the report of the Scrutinizer, we hereby inform that, the Members of the
Company have duly passed the Resolutions with requisite majority.

Note:
1. The results also uploaded in XBRL Mode on BSE Listing Portal
2. The above information is also hosted on the website of the company at
[Link]

Thanking you,
Yours Faithfully,
For Ashram [Link] Limited
Digitally signed by
Mary Belinda Mary Belinda Jyotsna S
Jyotsna S Date: 2023.04.13
17:00:03 +05'30'

Mary Belinda Jyotsna S


Company Secretary / Compliance Officer

Em ia l ID: inf o@as hr am online .in P h : 0 4 4 – 4 85 9 12 21 We b s ite : w w w . a s h r a m o n lin e . in


--- Lakshmmi Subramanian & Associates LAKSHMMI SUBRAMANIAN,~ I B . , K S
P.S. SRINIVASAN, IA, 4AU
S. SWETHA, Kcm, Ks
rmliuy [ r n p u y SHRllrk(

12th April 2023

The Chairman,
Board of Directors,
Ashram Online Corn Limited,
Old No. 12, New No. 29,
Mookathal Street Purasawalldtam
Chennai 600007

Sub: Report of Scrutinizer for the Postal Ballot Process vide Notice Dated 10" M m h 2023 of
Ashram Online Corn Limited ('the om^&^') under section 110 of the Companies Act, 2M3
read with Companies (Management and Administration) Rules, 2014.

At the meeting of the Board of Directors of Ashram Online Corn Limited held on 10" Maxh 2023,
I Mrs. ~akshmiSubramanian, Practicing Company Secretary, M/S Lakshmmi Subramanian &
Associates, was appointed as Sautinizers for Postal Ballot as per section 110of the Companies Act,
2013 ('Cos Act') for passing of the item of Speaal business as Ordinary Resolution by the members
of the Company:

The Company has availed the e-voting facility £ram Central Depository S e ~ c e (India)
s Limited
(the CDSL) for the shareholders to cast their votes to the aforesaid resolution through electronic
mode under Section 110 of the Companies Act, 2M3 read with the Companies (Management and
Administration) Rules, 2014 which recognizes voting by electronic mode for postal ballot and,
which prescribes the appropriate mechanism for e-Voting.

The postal ballot process was accordingly conducted and concluded as below:

The Company on 13th March, 2023 dispatched the notice under section 110 of the
Companies Act, 2013 through email to 2036 shareholders of the Company whose mail ids
are registered with RTA and whose names appeared on the Register of Members/ List of
Beneficiaries as on lothMarch 2023.

The Company issued an advertisement in Trinity Mirror and Makkal Kurd about the
dispatch of Postal Ballot Notice on 14th March 2023.

The e-voting process commenced on Tuesday, March 14,2023 (09.00 A.M.) and was open
up to the close of working hours at 17.00 hours IST on Wednesday, April 12,2023.

All electronic votes received up to the dose of working hours at 17.00 hours IST on, 12th
April, 2023 were considered for my scrutiny.

The votes cast by the members through electronic voting system was downloaded and
collected from the website [Link]

Ph: 28292272,28292273 e-mail : Iakshmmi6@[Link]& customerse


Lakshmmi Subramanian &Associates
Continuous Skeet

• A register containing the details of assent or dissent, received, mentioning the particulars
of name, address, folio number / client ID of the shareholders, the number of shares held
by them, the nominal value of shares held etc is maintained in electronic form.

Based on the data, reports and statements collected as mentioned above, the mutiny was
completed and the results were as under.

SUMMARY OFPOSTAL BALLOT EVOTING RESULTS:

1. APPOINTMEhT OF STATUTORY AUDITORS DUE TO CASUAL VACANCY

Nature of resolution: Ordinary Resolution


Voting requirement: Simple Majority

Total number of E-votes received Nuity)


52 4660047

Total number of E-votes considered Valid 52 4660047


Total number of E-votes considered invalid 0 0
Out of the above &Voting:
i. Number of votes cast in favor of the Resolution (E- 4660047
52
voting)
ii. Number of votes cast against the Resolution (E-
0 0
voting)
iii. Percentage to the total votes received in favor of the
resolution 100%

Resull: An unanimous approval for passing the above resolution as an Ordinary Resolution
was received.

Place: Chennai
Date: 12-04-2023

CP No. 1087
PR No. 1670/2022
UDIN: F003534E000080765
MANUFACTURERS AND EXPORTERS OF GENUINE LEDER GARMENTS AND LEDER GOODS

To, 13th April, 2023


The Department of Corporate Relations
BSE Limited
P.J. Towers, 25th Floor,
Dalal Street,
Mumbai – 400 001

Ref: Scrip Code: 526468/ ISIN: INE940E01011

Sub: Extra Ordinary General Meeting held today

Dear Sir,

This is to inform you that the Extra Ordinary General Meeting of the Company concluded today at the
Registered Office of the Company at No. 10, PP Amman Koil Street, Nagalkeni, Chrompet Chennai -600044
through video conferencing /other audio visual means ("VC/OAVM").

The company provided remote e-voting facility to the members on the resolutions proposed to be considered at
the EGM from 10th April, 2023 to 12th April, 2023. Further, shareholders who attend the EGM were provided
facility to vote during the EGM.

The results of remote e-voting and voting at the EGM done by the shareholders on the resolutions from item
No.1 to item No.2 of the Notice of the EGM will be forwarded separately on declaration of voting results, in
the format prescribed under Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

Thanking You,

Yours Faithfully,
For Euro Leder Fashion Limited

Aakriti Sharma
Company Secretary

Registered Office & Factory : No.10, P.P. Amman Koil Street, Nagalkeni,
Chrompet, Chennai - 600 044, India.
Phone : 91-44-4294 3200 - 3225 e-mail : admin@[Link]
CIN No. : L18209TN1992PLC022134 GSTIN : 33AAACE0729P1ZM
INDUSTRIES LIMITED |
Tel.: 2889 3933, 77 Fax : 91-22-2889 1342 Plot No. 9, Spectra Compound, 4th Floor,
E-mail : sepi12@[Link] Ramchandra Lane Extn., Kachpada I, ;
Website : [Link] Malad (West), Mumbai - 400 064.
CIN : L74989MH1992PLC067849
|

To, Date: April 13, 2023


The General Manager
BSE LIMITED
Phiroze Jeejeebhoy Towers
Dalal Street
Mumbai - 400 001

Scrip Code: 513687

Sub.: Certificate under Regulation 7(3) of the SEBI (LODR) Regulations 2015.

Sir,

Pursuant to the Regulation 7(3) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations 2015, we hereby certify that all activities in relation to both physical and
electronic share transfer facility are maintained by Registrar and share transfer agent
registered with the Securities & Exchange Board of India (SEBI) vide Registration Number:
INR000004058 for the period April 01, 2022 to March 31, 2023 (both days inclusive).

Thanking you.

Yours faithfully,

For and behalf of,

EXECUTIVE DIRECTOR & CFO


DIN: (0066999

Encl.:As above

Factory : C-1, MIDC, Murbad, Dist Thane.


Maharashtra-421 401. Tel.: 02524-224298
COMPLIANCE CERTIFICATE
For The Year Ended on 31-03-2023

[Pursuant to Reguiation 7(3) of the SEBI (Listing Obligations


and Disclosure Requirements) Regulations, 20135]

As per the requirement of Regulation 7(3) of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
we hereby confirm that all activities in relation to both physical and
electronic share transfer facility are maintained by the Company's Registrar
and Share Transfer Agent, viz., Link Intime India Pvt Ltd a Category-I,
Registrar & Share Transfer Agent (RTA), registered with the Securities and
Exchange Board of India (SEBI) vide Registration Number: INR00OO004058 during
the period April 1, 2022 to March 31, 2023 (both days inclusive).

Thanking you,
Very truly yours,
For Spectra Industries Limited For LINK INTIME INDIA PVT. LTD.

(COMPLIANCE OFFICER) (AUTHORISED SIGNATORY)


CIN : L25200GJ1994PLC021666

SHREE GANESH ELASTOPLAST LIMITED


REGISTERED OFFICE :
1419, Ground Floor, Kamdhenu Complex, Opp. Sahajanand College, Polytechnic, Anmedabad - 380 015
E-mail : ganeshelastoplast@[Link], [Link]@[Link]

DATE: 6th April 2023

To
The BSE Limited
Listing Compliance Department,
P.J. Towers, Dalal Street,
Fort, Mumbai: 400 001.

Respected Sirs,

Sub: Submission of Certificate/ Declaration under regulation 7(3) of SEBI (LODR) 2015 An Intimation
for the Year ended 31ST MARCH 2023.

Ref: (1) Our Scrip Code: SHGANEL | 530797 | INE400N01017)


(2) Regulation 7(3) of SEB! (LODR) 2015.

With reference to above subject, please find Attached here with a Certificate/ Declaration Regarding
by M/s. Skyline
maintenance of Electronic and Physical services for Share Transfer/ Transmission etc.
Financial Services Private Limited, a Category-1 Registrar and Share Transfer Agents having SEB!
April, 2022
Registration Number INROQ0003241 for and on behalf of our Company for the Period 01"
Whole Time Director and also by Authorized
to 31°t March 2023, signed by both the Company’s
Officer of RTA Skyline Financial Services Pvt Ltd.

Thanking you, we remain,

Yours faithfully,
For Shree Ganesh Elastoplast Limited.

YY
(Mihir. R: Shah)
Whole Time Director
DIN: 02055933
sue Sk li ® » ;
ma

~ yAyune >aytine Financial Serv


istr ices Pvt. Ltd.
Regd. & Corp. Office : D-183A,26821st gistrars
. Floor, Okhla induustr
& . Share
striial Area Pha New Dein . Agent
/ se! Transter 49 4°
Tel - 494-44 -404 $0193-97
19o@s
ail99: DLint
E-m48 PTine
95kyi .com Website eee tin bct old
CO7rta1324 gE dc
tso
o me CIN No.-83 : UT

To April 03, 2023


BOMBAY STOCK EXCHANGE LIMITED
DEPT. OF INVESTOR SERVICES
PHIROZE JEEJEEBHOY TOWERS,
DALAL STREET,
MUMBAI -400001
TEL: 22723677

Sub: Compliance Certificate under Regulation 7(3) of the SEBI (LODR), Reguiations 2015
Ref: SHREE GANESH ELASTOPLAST LIMITED

Dear Sir/Madam,

GANESH
This has with reference to above subject, we confirm that M/s. SHREE
ELASTOPLAST LIMITED having CIN: L25200GJ1994PLC021666 has authorized to Skyline
Financial Services Private Limited, Share Transfer Agent, registered with SEBI vide
registration number INRO00003241 for all activities in relation to Share Transfer facility
to 31st March, 2023 under regulation 7(2) of the
during the period 1st April, 2022
2015.
SEBI (Listing Obligations and Disclosure Requirements), Regulations,
Obligations
The certificate has issued in compliance of regulation 7(3) of the SEBI (Listing
and Disclosure Requirements) Regulations, 2015.

Kindly take on record the same.

Thanking You,

- Yours Faithfully,

For SHREE GANESH ELASTOPLAST


For Skyline Financial Services Pvt. Limited
, LIMITED

ee
*
.
r

Signature of Company Secretary /


Compliance Officer

Mumbai Office : A-506, Dattani Plaza, Andhen Kurla Road, Safeed Pool, Mumbai-400072
Tel. #91-22-49721245, 286511022, E-mail: mumbai@skylinerta com
Date: 13th April 2023

To
Manager,
Listing Compliance Department,
The B S E Limited,
Phiroze Jeejeebhoy Towers,
Dalal Street, Fort,
Mumbai: 400 001.

Dear Sir,

Sub: Intimation of Death of Mr. Arvindkumar Dashrathbhai Prajapati, Independent Director Under
Regulation 30 Of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

In compliance with Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements)


Regulations, 2015. We regret to inform you that the Company was intimated today dated April, 10th
2023 about the sad demise of Mr. Arvindkumar Dashrathbhai Prajapati (DIN: 02694784), Non-
Executive Independent Director of the Company on Wednesday, March 01st 2023.

Mr. Arvindkumar Dashrathbhai Prajapati was initially appointed as a Director of the Company w.e.f.
15th March, 2008 and presently was re-appointed as Independent Director of the company for second
term of 5 consecutive years from 30th September 2020 to 30th September 2025 and played crucial
leadership roles through which the company immensely benefitted.

Mr. Arvindkumar Dashrathbhai Prajapati sudden and unexpected passing away will be an irreparable
loss to the Company and all the directors and employees of the company convey deep sympathy,
sorrow, and condolences to his family.

This is for your kind information & record.

Yours faithfully,
For Khyati Multimedia Entertainment Limited.

(Kartik J. Patel)
Managing Director,
DIN: 00047862
Annexure- I

Disclosures required under Regulation 30 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 read along with SEBI Circular No. CIR/CFD/CMD/4/2015 dated
September 9, 2015 and other disclosures

Sr. No. Details of Event that needs to be Information of Such Event(s)


Provided
1 Reason for change viz. appointment, Cessation from Directorship of the Company
resignation due to Sad Demise.
2 Date of Cessation Wednesday 01st March 2023
3 Brief profile (in case of appointment) NA
4 Disclosure of relationships between NA
directors (in case of appointment of a
director)
5 Disclosure in terms of Regulation 30 As Attached
read with Clause 7B of Part A of
Schedule III of SEBI Regulation
6 Board Committee’s Updates NA
.4SHISH
o s IT ED _ _ ._t._ _ _ _~_
,--I _=__..:.:::.....J

MFG. OF P.V.C. PREMIUM BRAIDED & SUCTION HOSE PIPES


501, Fortune Business Hub, Nr. Shell Petrol Pump, Science City Road,

Sola, Ahmedabad-380 060 (Gujarat) INDIA

Mobile: 9099052582

E-mail: ashishpolyplast@[Link] • Website : [Link]

Date: 11 " April 2023


Ref'. APPL/LIST /BSE/04-2023

To,

Listing Department,

BSE Limited,

1st floor, New Trading Ring.

Phiroze Jeejeebhoy Towe rs

Dalal Street, Mumbai-400001

Dear SIr /Madam,

Sub: Submission of Compliance Certificate under Regulation 7(3) of SEBI (LODR)


Regulations, 2015 for the year ended on March 31, 2023

With reference to the captioned subject and as per the requlrement of the provisions
of Regulation 7(3) of the SEBI (Listing Obligations and Di"c\osllre Requiremenls)
r egulati ns, 2015, please find attached herewith the Compliance Certificate for year
ended on March 31, £023 .

Kindly take the above on your record and oblige.

Th nkin a you,

YOLlr Faithfully

For, ASHISH POLIPLAST LIMITED,

(ASH ISH PANCHAL)


MANAGING DIRECTOR
DIN: 00598209

End: As Above

Factory : Plot No. 42 , [Link] Zak, Post Pardhol , Nr. Narmada Main Canal, Naroda-Dehgam Highwa-;:-­
Dist. Gandhinagar. • Phone: (F) 9409305948, 6359067770
.4SHISH

P LVPLAST LI
TED _ _
MFG. OF P'V.C. PREMIUM BRAIDED & SUCTION HOSE PIPES
501 , Fortune Business Hub, Nr. Shell Petrol Pump, Science City Road,
Sola, Ahmedabad-380 060 (Gujarat) INDIA
Mobile: 9099052582
E-mail: ashishpolyplast@[Link] • Website : [Link]

APPL/ LiST/BSE/APR/REG -7(3 )/04-2023


DATE . 11'" April 2023

To
listing Compliance Department
The B S E limited
25'1 Floor, [Link],
Dalal Street, Fort,
Mumbai 400 001

Respected Sirs,

Sub Submission of Declaration regarding M aint ain ing Physical and Electron ic Connectivity for Share
Transfer Etc Activities.

Ret: (1) Our Scrip Code: ASHISHPO I 530429


(2) Regulatio n 7(3) of SEBI (LODR ) 201 5.

With refere nce to above subject, we write to inform, confirm and Declare that our Compa ny has
appointed a SEBI Registered Registrar and Share Transfer Agents M/s. Link Inti me India Private
limited (SESI Reg istration Number INR000004058) w ho on behalf of the Company is maintaining
PhYSical and Electronics Connectivity with both Deposi t ories NSDL and CDSL and that such
connectivity and our service co ntract is in force f or the ye ar end ed 31" March 2023.

This joint declaration is being furnished in comp liance with Regulation 7(3) read with 7(2) of the SEB I
(LODR) 2015.

Thanking you , we remai ll,

Yours faithfullv,

For Ashish Polyplast limited

Ashish Panchal
Managing Director

Factory: Plot No. 42, [Link] Zak, Post Pardhol, Nr. Narmada Main Canal, Na;[Link] Highway
Olst. Gandhlnagar. • Phone : (F) 9409305948, 6359061770 '
CRIMSON METAL ENGINEERING COMPANY LIMITED
Manufacturers & Exporters of E.R.W. STEEL TUBES - PIPES (BLACK & GALVANISED)
CIN: L27105TN1985PLC011566

Phone :044-25240393 / 25240559


Regd. & Head Office :
No. 163/1, [Link] COMPLEX Website : [Link]
Il FLOOR, BROADWAY,
CHENNAI - 600 108. INDIA April 13, 2023

To,

BSE Limited,
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai - 400001

ation 7(3) of SEBI (Listing Obligations and Disclosure


Subject: Compliance Certificate Pursuant to Regul
March 31, 2023
Requirements) Regulations, 2015 for the year ended

Security Code: 526977

Dear Sir/Ma’am,
any
duly signed by the Compliance Officer of the Comp
We enclose herewith the Compliance Certificate
fer Agent,
ial Services Pvt. Ltd, Registrar and Share Trans
and authorised representative of Skyline Einanc of
t
ny, certifying compliance with the requiremen
Registrar and Share Transfer Agent of the Compa
Disclosure
nge Board of India (Listing Obligations and
Regulation 7(2) of the Securities and Excha
ended March 31 2023.
Requirements) Regulations, 2015 for the year

Kindly take the same on your records.

Thanking you,

Yours faithfully,

For Crimson Metal gi fy) Company Limited.


]
rs ; .
\ { fF z ki
| fA fe I~
A [ = } f
|

Prachi Mittal Maurya


Company Secretary & Compliance Officer

Encl: as above

Works : Sedarapet Industrial Estate, Mailam Road, Pondicherry - 605 111.


Phone : (91) 0413 - 2677351 Fax (91) 0413-2677346
— eiiias {aa Skyline Financial Services Pvt. Ltd.
Skyli 1e SEB! Registered Category-1 Registrars & Share Transfer Agent
Tr

Regd. & Corp. Office : D-153A, 1s! Floor, Okhla industrial Area, Phase, New Delhi - 110 020
Tel. +81-11-40450163-97. 26812682-83 E-mail info@[Link] Website | www [Link]
CIN No. ; UT4B99DL1905PTCOT1324
1

To April 03, 2023


BOMBAY STOCK EXCHANGE LIMITED
DEPT. OF INVESTOR SERVICES
PHIROZE JEEJEEBHOY TOWERS,
DALAL STREET,
MUMBAI -400001
TEL: 22723677

Sub: Compliance Certificate under Regulation 7(3) of the SEBI


(LODR), Regulations 2015
Ref: CRIMSON METAL ENGINEERING COMPANY LIMITED

Dear Sir/Madam,

This has with reference to above subject, we confirm that M/s.


CRIMSON METAL
ENGINEERING COMPANY LIMITED having CIN: L27105TN1985PLC011
566 has authorized
to Skyline Financial Services Private Limited, Share Transfe
r Agent, registered with
SEBI vide registration number INR0O00003241 for all activities in relation
to Share
Transfer facility during the period 1st April, 2022 to 31st March, 2023 under
regulation 7(2) of the SEBI (Listing Obligations and Disclosure Requirements),
Regulations, 2015.

The certificate has issued in compliance of regulation 7(3) of the SEBI (Listing
Obligations
and Disclosure Requirements) Regulations, 2015,

Kindly take on record the same.

Thanking You,

Yours Faithfully,

For Skyline Financial Services P Limited For CRIMSON METAL ENGINEERING


COMPANY LIMITED ; Hg hy
2
! if
Lo
f Ape
1
? fo MUem — XT (Ef
AS
7H
Tr
(5s
f
3)

Vijay K I=
Authorized Signatory
45 =
Of Registrar & Share Transh Signature of Company Secretary / oo

Compliance Officer

Mumbai Diffice : A-508, Dattani Plaza, Andhen Kurla Road, Safeed Pool, Mumbai-400072
Tel. | +81-22-49721245, 28511022, E-mail | mumbai@[Link]
f ~ GA LA
AGRICO(_
XY
EXPORTS LTD.

Date: 13.04.2023

To,
The Bombay Stock Exchange Ltd.
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai — 400001.

Ref: // BSE: - Scrip Code: 531911

Dear Sir/ Madam,

Security
Sub: Clarification on the Movement in the price of our
dated 10°"April, 2023 seeking
With reference to the email received from your Exchange
exchange in the recent past.
clarification on the movement in the price of our security at your
time to time to the BSE of all
We would like to inform you that the Company has intimated from
on and performance of the
the events information etc. that has an impact on the operati
required to be disclosed under
Company which include all price sensitive information as
Obligations and Disclosure
Regulation 30 and other applicable regulations of the SEBI (Listing
Requirements) Regulations 2015 as amended.
in our opinion would have an
The Company has not withheldany information or events which
the movement in the share
impact on the price behavior in the scrip of the [Link]
absolutely market driven and the
price of the company is purely due to market conditions and
any knowledge of reasons for
management of the company neither has any control nor has
movement in price of shares.

For and behalf of,

Date: 13.04.2023
Place: Shapar

j
: 236, Jai Kishan Ind. Estate, : Bhumi Polymers Gate, ; Veraval (Shapar) - 360 024. . Dist. .? : Raj Rajkot. (Gujarat)
Regd. Oll./Factory i
India.
Ph, : 91-2827-252676, 254371, Website ; hilp://[Link] —
E-mail: infog@@[Link] CIN: LOI0GJI994PLC021368 GST: 24AAACGTB1GM1ZF
CONSTRONICS INFRA LIMITED
(formerly known as “INVICTA MEDITEK LIMITED”)
CIN: L45100TN1992PLC022948
GSTIN: 33AAACI1592G1ZU

CIL/2023-24/APR/BSE/001 13.04.2023

To:
BSE Limited
Department of Corporate Services - Listing
PJ Towers, Dalal Street
Mumbai – 400001

Dear Sirs,

Sub.: Intimation of resignation of Independent Director


Ref.: Scrip Code: 523844

With reference to above pursuant to the regulation 30 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 read with Para A of Part A of Schedule III of the said
regulations we hereby inform that Mr. U. Kapilkumar (DIN: 08791250) Independent Director of
the Company has been resigned from the Directorship of the Company with effect from 31 st
March, 2023 due to his personal commitments. Further he confirmed that there are no other
material reasons for his resignation from the board.

The Details required under Regulation 30 of the listing regulations read with the SEBI Circular
No. CIR/CFD/CMD/4/2015 dated 9th September, 2015 are given below:

S. No Disclosure Requirement Details


1 Reason for change - resignation Resignation due to preoccupation
2 Date of Cessation & term of appointment 31 st March, 2023

Further we herewith attached the resignation letter of Mr. U. Kapilkumar for your records.

We kindly request you to take on record of the same.

Thanking you

Sincerely
For Constronics Infra Limited

P. Muthukumar
CS & CFO

Encl: a/a

Regd. Off.: No. 3/2 Third Floor, Narasimmapuram, Sai Baba Colony, Mylapore, Chennai – 600 004

info@[Link] 044-48589999 +91 7358009999 [Link]


31.03.2023

From:
U. Kapilkumar
1 1126, Middle Street, Mahenthiramangalam
Srinivasanallur, Thottiyam
Trich ira ppa lli - 621 209

To
The Board of Directors
Constronics lnfra Limited
3/2, Narasimmapuram, Saibaba Colony
Mylapore, Chennai - 600004

Subject: Resignation from the position of lndependent Director

I regret to inform that on account of my preoccupation and other commitments, I tender my


resignation from the Board of the Company as an lndependent Director from close of business
hours on 3'1't March 2023.

I confirm that there are no material reasons other than what is mentioned above for my
resignation.

I wish to place on record my gratitude and appreciation to my esteemed Board members for
their continuous support and guidance. lt was a privilege to serve as a Board member of
Constronics lnfra Limited.

Thanking

U Kapilkumar
DIN:08791250
MEYER APPAREL LIMITED
MEYER Registered office: No. 3&4, Mustil No.19, Killa No.5,
Opposite Tata Consultancy N.H-8, Village Narsingh Pur,
APPAREL Gurugram- 122004, (Haryana) India
CIN: L18101HR1993PLC032010
Contact No.-9953696941
E-mail: [Link]@[Link]
JuJ
Website: [Link]

MEYER/BSE
Dated: 13th April 2023

To,
The Corporate Relations Department
BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street, Fort
Mumbai- 400001

Subject: Certificate of Non-Disqualification of Directors under Regulation 34(3) of SEBI


(Listing Obligations and Disclosure Requirements) Regulations, 2015 for the Financial Year
Ended March 31, 2023.

Dear Sir,

In pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith
Certificate of Non-Disqualification of Directors for the Financial Year Ended on March 31, 2023
issued by M/s Lalit Singhal & Associates, Practicing Company Secretary, Secretarial Auditor of
the Company dated 7th April 2023.

You are requested to take on record of the same.

Thanking you.
Yours Faithfully,
for Meyer Apparel Limited

CHARU Digitally signed by


CHARU SHARMA

SHARMA 16:24:44 -08'00'


Date: 2023.04.13

Charu Sharma
Company Secretary & Compliance Officer

Encl: As above
Lalit singhal & Associates B-3, Pankaj Tower, Basement
Company Secretaries Mayur Vihar Phase-1, Delhi-91
+91-9599328377

) =
Lalit.singhal2017@[Link]
______________________________________________________________________________________________________

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS


[Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015]

To
The Board of Directors
MEYER APPAREL LIMITED
No.3 & 4, Mustil No.19, Killa No.-5 Opposite Tata ConsultancyN.H-8,
Village Narsinghpur Gurgaon - 122004

We have examined the relevant registers, records, forms, returns and disclosures received from
MEYER APPAREL LIMITED having CIN L18101HR1993PLC032010 and having registered office at
No.3 & 4, Mustil No.19, Killa No.-5 Opposite Tata Consultancy N.H-8, Village Narsinghpur
Gurgaon - 122004 (hereinafter referred to as ‘the Company’), produced before us by the
Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read
with Schedule V Para-C Sub clause 10 (i) of the Securities Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including
Directors Identification Number (DIN) status at the portal [Link]) as considered
necessary and explanations furnished to us by the Company & its officers, We hereby certify
that none of the Directors on the Board of the Company as stated below for the Financial Year
ending on 31st March, 2023 have been debarred or disqualified from being appointed or
continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of
Corporate Affairs, or any such other Statutory Authority.

S. No. Name of Director DIN Date of appointment

1 Ms. Anjali Thukral 01460179 13.02.2020

2 Ms. Meenakshi Goyal 07177126 14.04.2021

3 Ms. Swastika Kumari 07823199 12.09.2017

4 Mr. Gajender Kumar Sharma 08073521 26.03.2018


Ensuring the eligibility of for the appointment/continuity of every Director on the Board is the
responsibility of the management of the Company. Our responsibility is to express an opinion
on these based on our verification. This certificate is neither an assurance as to the future
viability of the Company nor of the efficiency or effectiveness with which the management has
conducted the affairs of the Company.

Place: New Delhi For Lalit Singhal & Associates


Date: 07th April, 2023 Company Secretaries

LALIT Digitally signed by


LALIT SINGHAL

SINGHAL Date: 2023.04.07


14:11:00 +05'30'

Lalit Singhal
Proprietor
COP. No. 20472
UDIN: A055287E000033034
TRIOCHEM PRODUCTS LIMITED
Registered Office: 4th Floor, Sambava Chambers, Sir. P. M. Road, Fort, Mumbai,
Maharashtra, PIN: 400001. Telephone: 00 91 (22) 2266 3150 Fax: 00 91 (22) 2202 4657
E-mall: info@[Link] Website: [Link]
Corporate Identity Number: L24249MH1972PLC015544

Ref No: TPL PP 20230321 2023; 13th April 2023


To
The Corporate Relationship Department,
BSE Limited
1st Floor, P J Towers,
Dalal Street, Mumbai: 400023.

Dear Sir,
Sub: Compliance Certificate by Share Transfer Agent under Regulation 7(3) and 7(2) of the SEBI (Listing
Obligation & Disclosures Requirement) Regulation, 2015.
Ref: Security Code No. 512101 - ISIN No.: INE 331 E 01013.

Please find enclosed herewith the Compliance Certificate by Share Transfer Agent under Regulation 7(3) and 7(2)
of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the year ended 31.03.2023.
We request you to kindly take the above on records and acknowledge the receipt of the same.
Thanking you and assuring you of our best co-operation at all times.
Yours faithfully,
For TRIOCHEM PRODUCTS LIMITED
Digitally signed by RAMU SITARAM DEORA

RAMU SITARAM
DN: c=IN, st=Maharashtra,
[Link]=a1cadd1da2dc198d26862c2d74e875f10b0d404da99bac94
358ceb75d64d35cc, postalCode=400026, street=25/26 FLOOR
MOUNT BLANC APARTMENT,AK MARG KEMPS CORNER,CUMBALLA

DEORA
HILL,MUMBAI,Maharashtra-400026,
pseudonym=11390d01a6ce232050617e130e408f1b,
serialNumber=1f4968419875690d253662b415960f6da74e2c1eac75
2898a943873451534143, o=Personal, cn=RAMU SITARAM DEORA
Date: 2023.04.13 16:16:18 +05'30'

RAMU S. DEORA
DIRECTOR
DIN: 00312369

Page 1 of 1
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



 

RAMU Digitally signed by RAMU SITARAM DEORA


DN: c=IN, st=Maharashtra,
[Link]=a1cadd1da2dc198d26862c2d74e875f10b0d404da9
9bac94358ceb75d64d35cc, postalCode=400026,

SITARAM
street=25/26 FLOOR MOUNT BLANC APARTMENT,AK MARG
KEMPS CORNER,CUMBALLA
HILL,MUMBAI,Maharashtra-400026,
pseudonym=11390d01a6ce232050617e130e408f1b,
serialNumber=1f4968419875690d253662b415960f6da74e2c

DEORA
1eac752898a943873451534143, o=Personal, cn=RAMU
SITARAM DEORA
Date: 2023.04.13 16:15:39 +05'30'

 
ENTERPRISE INTE ALLTD. "° ctsscoasesoe
REGD. OFFICE : "MALAYALAY", Unit No.2A (8) Pe ee coin com
2nD FLOOR, 3, WOODBURN PARK, KOLKATA - 700020 Website : [Link] 3 OUP Ee
CIN No. : L27104WBISB9SPLOOATSES2 ~~ —~ “

Ref: Date:

13.04.2023

The Secretary,
BSE LTD
Phiroze jeejeebhoy Towers,
Dalal Street,
Mumbai — 400 001

Dear Sir,
Ref: Compliance Certificate Under Regulation 7(3)
Scrip Code No. 526574

With reference to above, we are enclosing herewith Compliance Certificate issued by


Share Transfer Agent for year ended 31* March, 2023.

This is for your Information and record.

Thanking you,

Yours faithfully,
For Enterprise International Ltd
Digitally signed by NEETU
N E ETU KHANDELWAL

KHANDELWAL 22:2 Date: 2023.04.13 13:24:00

NEETU KHANDELWAL
Company Secretary & Compliance officer

Encl : As Above.
TAMAT
Regd. Office : 23, R. N. Mukherjee Road, 5th Floor, Kolkata - 700 001, Phone : 2248-2248, 2243-5029, 2231-6839
Fax : (033) 2248-4787, [Link] : mdpldc@[Link], Website : [Link], CIN : U20221WB1982PTC034886

Compliance Certificate U/R Ft3) of SEBI (Listing Obligations &


Disclosure Requirements) Regulations, 2015 for The period From
Di/O8/2028 to 31/03/8023
a ett fata ssaee sma . wie sate waeyee HNne onete AF nie Lak ap tee Fee sme eaten its acon qn MONO AU Wh an RD SIRE MANE RD EON HO Fa aR REN an HO SH it AR tO Hesen Athen pee now TSO} UBER Anche erento UL (OM Htfo HE ih eR A

This i8 to Certify that, we» Maheshwari DatamaLics Pvt. Lid., are


cuprentily providing gervices to ENTERPRISE INTERNATIONAL LTD
as the Registrar & Share Transfer Agent.

heen i
This Compliance Certificate is issued purguant Lo Regulation 7 ¢3)
of the Securities and Exchange Board of India (Listing Dbligatiens
and Disclosure Requirements) RegulaLions, 2015.

et
a
We hereby conmfire Loat all activities in relation %o prysical Share
Transfer facility and electronic Shareholders data as received fron
Lhe Depositories are maintained by Maheshwari DatamaLics Pyi. Lid.:

agen
which i8 registered with the Becurities and Exchange Board of India
(Permanent Registration No.INRQQ0000353) as a Category I Registrar &

ct
ON
Share Transfer Agent.

ANAT
For MAHESHWART DATAMATICS PVT. LTD.

AA
gaat tne
reenter
& K Chaubey
Senior Executive

es.
Datel 04/04/70n5

a ‘ane
DAES
CONSTRONICS INFRA LIMITED
(formerly known as “INVICTA MEDITEK LIMITED”)
CIN: L45100TN1992PLC022948
GSTIN: 33AAACI1592G1ZU

13.04.2023

BSE Limited
Department of Corporate Services - Listing
PJ Towers, Dalal Street
Mumbai – 400001

Dear Sirs,

Sub.: Submission of Certificate under Regulation 7(3) of Securities And Exchange


Board Of India (Listing Obligation And Disclosure Requirements ) Regulation ,
2015
Ref.: Scrip Code: 523844

With reference to above, please find enclose the Compliance Certificate under Regulation
7(3) of Securities and Exchange Board of India (Listing Obligation and Disclosure
Requirements) Regulation, 2015 for the year ended on 31.03.2023.

We kindly request you to take on record of the same.

Thanking you

Sincerely

for Constronics Infra Limited

P. Muthukumar
CS & CFO

Encl: a/a

Regd. Off.: No. 3/2 Third Floor, Narasimmapuram, Sai Baba Colony, Mylapore, Chennai – 600 004

info@[Link] 044-48589999 +91 7358009999 [Link]


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*,1r**trnni* sh**rr* trxngfer faciti ty are r"raintalned hy Lrs ftrr
Fi/':;. ilBI{STRONIC$ INfR& LII'{ITES far the peri*d encied 31*t't*r*8fr23.
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Bonanza
ma•• 111on•J• not

Date: Thursday, April 13, 2023

To,
BSE Limited,
P.J. Towers, Dalal Street,
Mumbai - 400 001,
Maharashtra, India

Respected Sir/ Ma'am,

Ref: Open offer made by Santan Investment Advisors LLP, Mr. Mallinath Madineni and Mrs. Prathima
Mallinath Madineni for acquisition ofup to 1,23,340 Equity Shares representing 25.70% of the Voting Share
Capital of PH Trading Limited ('Target Company') from the Public Shareholders of the Target Company
Sub : Submission of Letter of Offer

We would like to inform you that, Santan Investment Advisors LLP ('Acquirer 1'), Mr. Mallinath Madineni
('Acquirer Z') and Mrs. Prathima Mallinath Madineni ('Acquirer 3') (hereinafter collectively referred to as
the 'Acquirers'), have entered into a Share Purchase Agreement dated January 06, 2023, with Avishek
Himatsingka ('Promoter Seller 1') and Variable Plaza Private Limited ('Promoter Seller 2'), the present
Promoters of the Target Company, for acquisition of 3,14,950 fully paid-up equity shares of face value of
Rs.10.00/-each, representing 65.61 % of the Voting Share Capital of the Target Company ata negotiated price
of Rs.75.00/- per Sale Share, aggregating to an amount of Rs. 2,36,21,250.

In accordance with Regulation 12(1) of the Securities and Exchange Board of India (Substantial Acquisition
of Shares and Takeover) Regulations, 2011, including subsequent amendments thereto ('SEBI (SAST)
Regulations'), We, Bonanza Portfolio Limited, have been appointed as the Manager to the Offer
('Manager'), and pursuant to the execution of the Agreements, the Acquirers has announced an open offer in
compliance with the provisions of Regulations 3 (1) and 4 and such other applicable regulations of the SEBI
(SAST) Regulations for acquisition ofup to 1,23,340 Equity Shares representing 25.70% of the Voting Share
Capital of the Target Company from the Public Shareholders of the Target Company at an offer price of
Rs.75.00/- per Equity Share.

In light of the above and in accordance with the provisions of Regulations 16 read with Regulation 18(1) of
the SEBI (SAST) Regulations, please find enclosed the copy of Letter of Offer for your kind perusal. We hope
your good self will find the above in order and request you to kindly upload the Letter of Offer on your
website.

Thanking you,
Yours faithfully,

·~ :, Fo, ~ortfollo L;mi d

SwatiA~
(Assistant Vice President)
Encl.: As above

Bonanza Portfolio Ltd.


Corp Off: Plot No. M-2, Coma lndsd Estate, Walbhat Raad, Goregaon (E), Mumbai • 400063, Tel: 6273 SSOO / 6836 3700, Fax: 022 26865772
CIN: U65991DL1993PLC052280
Head Off: 2/2A, First Floor, Lakshmi Insurance Building, Asaf Ali Road, New Delhi-110002, Tel: 0 11-40348700/61271900
SEBI Regd . No. Dp: IN-DP-62-2015
SEBI Regd No.: INZ000212137 Redg. Off: 4353/4C, Madan Mahan Street, Ansari Raad, Daryaganj, New Delhi· 110002, Tel: 011-23242022 lo 23, Fax: 011-23241993
LETTER OF OFFER
‘This Document is important and requires your immediate attention’

This Letter of Offer (LoF) is sent to you as public shareholder(s) of PH TRADING LIMITED. If you require any clarifications about the action to be taken, you may
consult your Stock Broker or Investment Consultant or Manager/Registrar to the Offer. In case you have recently sold your shares in the Target Company, please hand
over this Letter of Offer to the Member of the Stock Exchange through whom the said sale was effected.

OPEN OFFER (‘OFFER’) BY


Name Address Contact No. Email Id
Santan Investment Advisory LLP 1005 Falcon Crast, Raheja Sherwood, Nirlon Compound, W.E
Highway, Goregaon East, Mumbai 400063, Maharashtra +91 9821083803 mallinathm@[Link]
(‘Acquirer 1’)
Mr. Mallinath Madineni 1005 Falcon Crast, Raheja Sherwood, Nirlon Compound, W.E
Highway, Goregaon East, Mumbai- 400063, Maharashtra +91 9821083803 mallinathm@[Link]
(‘Acquirer 2’)
Mrs. Prathima Mallinath Madineni 1005 Falcon Crast, Raheja Sherwood, Nirlon Compound, W.E
+91 9821823833 prathimamadineni@[Link]
(‘Acquirer 3’) Highway, Goregaon East, Mumbai- 400063, Maharashtra
(hereinafter collectively referred to as ‘The Acquirers’) to the existing shareholders of
PH TRADING LIMITED
(hereinafter referred to as ‘PHTRADING’ or the ‘Target Company’)
Corporate Identification Number: L51109WB1982PLC035011
Registered Office: B Block, 113, 10th Floor, Park Street, Kolkata-700016, West Bengal, India.
Tel No.: 033-22299697 / 22299538 / 40675050 / 22268993; Email Address: himatsingka@[Link]; Website: [Link]
For the acquisition of up to 1,23,340 (One Lakh Twenty-Three Thousand Three Hundred and Forty Only) fully paid up equity Shares of ₹10.00/- each representing
25.70%* of total equity and voting share capital of the Target Company, at a price of ₹75.00/- (Rupees Seventy Five Only) per equity share (the ‘Offer Price’) payable
in cash (‘Offer’ or ‘Open Offer’).
* In accordance with the provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulation, 2011, an open
offer in compliance with the provisions of Regulations 3 (1) and 4 is required to be given for at least 26.00% (Twenty-Six Percent) of the voting share capital of the
target company, however, since the shareholding of the Public Shareholders (excluding the shareholding of Mr. Mallinath Madineni) is 25.70% (Twenty-Five Point
Seven Zero Percent) of the Voting Share Capital of the Target Company, therefore for this Offer, the Offer Shares represent 25.70% (Twenty-Five Point Seven Zero
Percent) of the Voting Share Capital of the Target Company.
Please Note:
1. This Offer is being made by the Acquirers pursuant to regulation 3(1) and 4 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and
Takeovers) Regulations, 2011 and subsequent amendments thereto (‘SEBI (SAST) Regulations’) for substantial acquisition of shares/ voting rights accompanied
with change in control and management of the Target Company.
2. The Offer is not conditional upon any minimum level of acceptance in terms of Regulation 19(1) of SEBI SAST Regulations. This Offer is not a competing offer in
terms of Regulation 20 of SEBI SAST Regulations.
3. As on the date of this Letter of Offer, to the best knowledge of the Acquirers, there is no statutory approval(s) required to acquire Equity Shares that are validly
tendered pursuant to this Offer. However, if any other statutory or governmental approval(s) are required or become applicable later before the closure of the Tendering
Period, this Offer shall be subject to such statutory approvals and the Acquirers shall make the necessary applications for such statutory approvals and this Offer would
also be subject to such other statutory or other governmental approval(s). Where any statutory or other approval extends to some but not all the Public Shareholders,
the Acquirers shall have the option to make payment to such Public Shareholders in respect of whom no statutory or other approvals are required to complete this
Offer.
4. The Offer Price and/ or the Offer Size may be subject to upward revision, if any, pursuant to the provisions of Regulation 18(4) of the SEBI (SAST) Regulations, at
any time prior to commencement of the last 1 (One) Working Day prior to the Tendering Period i.e., Wednesday April 19, 2023, and the same would also be informed
by way of a public announcement in the Newspapers. Where the Acquirers have acquired any Equity Shares during the Offer Period at a price higher than the Offer
Price, the Offer Price shall stand revised to the highest price paid for such acquisition in accordance with the provisions of Regulation 8(8) of the SEBI (SAST)
Regulations. However, the Acquirers shall not acquire any Equity Shares after the 3rd (Third) Working Day prior to the commencement of the Tendering Period, and
until the expiry of the Tendering Period. In the event of such revision, the Acquirers shall: (i) make a corresponding increase to the Escrow Amount; (ii) make a public
announcement in the Newspapers; and (iii) simultaneously with the issue of such public announcement, inform SEBI, Stock Exchanges, and the Target Company, at
its registered office of such revision. Such revised Offer Price shall be payable by the Acquirers for all the Offer Shares validly tendered during the Tendering Period
of this Offer.
5. The Acquirers may withdraw the Offer in accordance with the terms and conditions specified in this Letter of Offer. If the Offer is withdrawn, the Acquirers through
the Manager, shall within 2 (Two) Working Days by an announcement in the Newspapers, in accordance with the provisions of Regulation 23(2) of the SEBI (SAST)
Regulations, and such announcement shall be sent to SEBI, Stock Exchanges, and the Target Company at its registered office.
6. This Offer is not subject to a minimum level of acceptance and is not a conditional offer under Regulation 19 of the SEBI (SAST) Regulations.
7. This is not a competitive offer in accordance with the provisions of Regulation 20 of the SEBI (SAST) Regulations.
8. Public Shareholders, who have accepted this Offer by tendering the requisite documents in terms of the Offer Documents, shall not be entitled to withdraw such
acceptance during the Tendering Period.
9. The procedure for acceptance is set out in Paragraph 8 titled ‘Procedure for Acceptance and Settlement of the Offer’ on page 18 of this Letter of Offer.
10. The Offer Documents would also be available on SEBI’s website accessible at [Link], BSE’s website accessible at [Link], Manager’s website
accessible at [Link], and Registrar’s website accessible at [Link].

MANAGER TO THE OFFER REGISTRAR TO THE OFFER


BONANZA PORTFOLIO LIMITED PURVA SHAREGISTRY (INDIA) PRIVATE LIMITED
Corporate Identification Number: U65991DL1993PLC052280 Corporate Identification Number: U67120MH1993PTC074079
Bonanza House, Plot No. M-2, Cama Industrial Estate, Walbhat Road, Unit No 9, Ground Floor, Shiv Shakti Industrial Estate, J. R. Boricha Marg,
Behind The Hub, Goregaon (East), Mumbai - 400 063 Lower Parel (E), Mumbai – 400011, Maharashtra
Contact Person: Ms. Swati Agrawal Contact Person: Ms. Deepali Dhuri
Tel No.: +91 22 62735500/ 68363700 Tel: 022 2301 0771 / 49614132,
Email: [Link]@[Link] Email id: support@[Link]
SEBI Registration No.: INM000012306 Website: [Link]
SEBI Registration No: INR000001112
OFFER OPENING DATE OFFER CLOSING DATE
THURSDAY, APRIL 20, 2023 THURSDAY MAY 04, 2023
REVISED SCHEDULE OF THE MAJOR ACTIVITIES RELATING TO THIS OFFER

Tentative schedule Revised schedule


Schedule of Activities
Day and Date Day and Date
Date of the Public Announcement Friday, January 06, 2023 Friday, January 06, 2023
Publication of Detailed Public Statement in
Friday, January 13, 2023 Friday, January 13, 2023
newspapers
Date of filing of the Draft Letter of Offer with the
Friday, January 20, 2023 Friday, January 20, 2023
SEBI
Last date of a Competing Offer Monday, February 06, 2023 Monday, February 06, 2023
Last Date of SEBI’s Observation shall be received Monday, February 13, 2023 Wednesday, March 29, 2023
Identified Date* Wednesday, February 15, 2023 Monday, April 03, 2023
Date by which the Letter of Offer will be dispatched
Wednesday, February 22, 2023 Wednesday, April 12, 2023
to the shareholders
Last date for publication of the recommendations of
Friday, February 24, 2023 Tuesday, April 18, 2023
the committee of the independent directors
Last date for revising the Offer Price / Offer Size Tuesday, February 28, 2023 Wednesday, April 19, 2023
Offer Opening Public Announcement Tuesday, February 28, 2023 Wednesday, April 19, 2023
Date of commencement of tendering period (Open
Wednesday, March 01, 2023 Thursday, April 20, 2023
Date)
Date of closing of tendering period (Close Date) Wednesday, March 15, 2023 Thursday ,May 04, 2023
Date by which all requirements including payment
Friday, March 31, 2023 Friday, May 19, 2023
of consideration would be completed

Note: Schedule of Activities may be changed as the offer is subject to getting requisite approval from SEBI.

*Identified Date is only for the purpose of determining the names of the shareholders as on such date to whom the Letter of Offer
would be sent. All owners (registered or unregistered) of equity shares of the Target Company (except the Acquirers and the parties
to the SPA) are eligible to participate in the Offer any time before the Closure of the Offer.

Risk Factors relating to the transaction, the proposed offer and probable risks involved in associating with the Acquirers:

1. The Offer involves an offer to acquire 25.70%* (Twenty-Five Point Seven Zero Percent) of the total equity and voting share
capital of PHTRADING from the eligible persons for the Offer. In the case of oversubscription in the Offer, as per the SEBI
(SAST) Regulations, acceptance would be determined on a proportionate basis and hence there is no certainty that all the shares
tendered by the shareholders in the Offer will be accepted.
* In accordance with the provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and
Takeovers) Regulation, 2011, an open offer in compliance with the provisions of Regulations 3 (1) and 4 is required to be
given for at least 26.00% (Twenty-Six Percent) of the voting share capital of the target company, however, since the
shareholding of the Public Shareholders (excluding the shareholding of Mr. Mallinath Madineni) is 25.70% (Twenty-Five
Point Seven Zero Percent) of the Voting Share Capital of the Target Company, therefore for this Offer, the Offer Shares
represent 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting Share Capital of the Target Company.

2. To the best of knowledge and belief of the Acquirers, as of the date of this Letter of Offer, there are no statutory approvals
required for this Open Offer. However, if any other statutory approvals are required prior to completion of this offer, this
offer would be subject to the receipt of such other statutory approvals that may become applicable at a later date.

3. In the event that either (a) regulatory approval is not received in a timely manner, (b) there is any litigation leading to stay on
the Offer, or (c) SEBI instructs the Acquirers not to proceed with the Offer, then the Offer process may be delayed beyond the
schedule of activities indicated in this Letter of Offer. Consequently, the payment of consideration to the public shareholders
of PHTRADING whose shares have been accepted in the Offer as well as the return of Shares not accepted by the Acquirers
may be delayed. In case of the delay, due to non-receipt of statutory approvals, as per Regulation 18(11) of the SEBI (SAST)
Regulations, SEBI may, if satisfied that the non-receipt of approvals was not due to willful default or negligence or failure to
diligently pursue such approvals on the part of the Acquirers, grant an extension for the purpose of completion of the Offer
subject to the Acquirers paying interest to the shareholders for the delay, as may be specified by SEBI.

4. Shareholders should note that shareholders who have tendered shares in acceptance of the Open Offer shall not be entitled to
withdraw such acceptance during the tendering period even if the acceptance of Shares under the Offer and dispatch of
consideration gets delayed. The tendered shares and documents would be held by the Registrar to the Offer, till such time as
the process of acceptance of tenders and the payment of consideration is completed.

5. The Offer is subject to the receipt of statutory and regulatory approvals by the Acquirers under the Offer. The Acquirers may
2
not be able to proceed with the Offer in the event the approvals are not received in terms of the Regulation 23 of the SEBI
(SAST) Regulations. Delay, if any, in the receipt of these approvals may delay completion of the Offer.

6. Risks involved in associating with the Acquirers:

The Acquirers intend to acquire up to 1,23,340 (One Lakh Twenty-Three Thousand Three Hundred and Forty Only) fully paid
up equity Shares of ₹10.00/- each representing 25.70%* (Twenty-Five Point Seven Zero Percent) of total equity and voting
share capital of the Target Company, at a price of ₹75.00/- (Rupees Seventy-Five Only) per equity share, payable in cash under
the SEBI (SAST) Regulations. PHTRADING does not have any partly paid-up equity shares as on the date of Public
Announcement. The equity shares and documents tendered in the Offer will be held in trust by the Registrar to the Offer until
the completion of the Offer formalities, and the shareholders will not be able to trade such equity shares. Post this Offer, the
Acquirers will have significant equity ownership & effective management control over the Target Company pursuant to
regulation 3(1) & 4 of the SEBI (SAST) Regulations.
* In accordance with the provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and
Takeovers) Regulation, 2011, an open offer in compliance with the provisions of Regulations 3 (1) and 4 is required to be
given for at least 26.00% (Twenty-Six Percent) of the voting share capital of the target company, however, since the
shareholding of the Public Shareholders (excluding the shareholding of Mr. Mallinath Madineni)is 25.70% (Twenty-Five
Point Seven Zero Percent) of the Voting Share Capital of the Target Company, therefore for this Offer, the Offer Shares
represent 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting Share Capital of the Target Company.

7. The Acquirers make no assurance with respect to the market price of the shares during the Offer period and upon the completion
of the Offer and disclaims any responsibility with respect to any decision by the shareholders on whether or not to participate
in the Offer. The Acquirers make no assurance with respect to the financial performance of the Target Company.

8. The Acquirers and the Manager to the Offer accept no responsibility for the statements made otherwise than in the Public
Announcement, Detailed Public Statement or this Letter of Offer or in the advertisement or any materials issued by orat the
instance of the Acquirers and the Manager to the Offer, and any person placing reliance on any other source of information
would be doing so at its own risk.

9. The risk factor set forth above pertains to the acquisition and the Offer and not in relation to the present or future business
operations of the Target Company or other related matters, and are neither exhaustive nor intended to constitute a complete
analysis of the risks involved in participation or otherwise by a shareholder in the Offer. Shareholders of the Target Company
are advised to consult their stockbroker or investment consultant, if any, for further risk with respect to their respective
participation in the Offer.

10. The Acquirers make no assurance of market price of shares of the Target Company during or after the offer.

The risk factors set forth above, pertain to the offer and not in relation to the present or future business or operations of
PHTRADING or any other related matters, and are neither exhaustive nor intended to constitute a complete analysis of the
risk involved in participation or otherwise by a shareholder in the offer. Shareholders of PHTRADING are advised to consult
their stockbrokers or investment consultants, if any for further risk with respect to their participation in the offer. Each
Shareholder of the Target Company is hereby advised to consult with legal, financial, tax, investment or other advisors and
consultants of their choice, if any, for further risks with respect to each such Shareholder’s participation in the Offer and
related transfer of Equity Shares of the Target Company to the Acquirers.

CURRENCY OF PRESENTATION

• In this LoF, all references to ‘₹/ Rs. /Rupees/Re/Rupee’ are references to the official currency of India.
• In this LoF, any discrepancy in any table between the total and sums of the amounts listed are due to rounding off and/ or
regrouping.

3
TABLE OF CONTENTS

Sr. No. Subject Page No.


1. Disclaimer Clause 5
2. Details of the Offer 5
3. Background of the Acquirers 9
4. Background of PH Trading Limited (‘PHTRADING’ or ‘Target Company’) 11
5. Offer Price and Financial Arrangements 14
6. Terms and Conditions of the Offer 16
7. Procedure for Acceptance and Settlement of the Offer 18
8. Acceptance of Shares 20
9. Procedure for Tendering the Shares in Case of Non Receipt of the Letter of Offer 20
10. Settlement Process 20
11. Settlement of Funds / Payment Consideration 21
12. Note on Taxation 21
13. Documents for Inspection 22
14. Declaration by the Acquirers 23

DEFINITIONS/ABBREVIATIONS

Acquirer 1 Santan Investment Advisory LLP


Acquirer 2 Mr. Mallinath Madineni
Acquirer 3 Mrs. Prathima Mallinath Madineni
Acquirers Acquirer 1, Acquirer 2 and Acquirer 3 are hereinafter collectively referred to as the Acquirers.
Board The Board of Directors of the Target Company
Book Value per Share Net Worth/Number of share
BSE/ Stock Exchange BSE Limited, being the only Stock exchange where the Equity Shares of the Company are listed.
CDSL Central Depository Services (India) Limited
CIN Corporate Identity Number
Companies Act Companies Act, 1956 and Companies Act, 2013
DP Depository Participant
Being the Draft Letter of Offer dated January 20, 2023, which was submitted to SEBI for its
DLoF
observations
DPS Detailed Public Statement dated January 12, 2023 and published in newspaper on January 13, 2023
Tendering Period Thursday, April 20, 2023 to Thursday May 04, 2023
ECS Electronic Clearing Service
Escrow Banker IDFC Bank Limited
Equity and voting share
₹48,00,000 (Rupees Forty-Eight Lakhs Only) comprising of 4,80,000 equity shares of ₹10.00/- each
capital
Date for the purpose of determining the names of the shareholders as on such date to whom the
Identified Date
Letter of Offer would be sent.
IFSC Indian Financial System Code
This Letter of Offer dated April 07, 2023 along with along with Form of Acceptance-Cum-
LoF Acknowledgement (for holding Equity Shares in physical form), and Form SH-4 Securities Transfer
Form, which shall be dispatched to the Public Shareholders of the Target Company
Manager to the Offer Bonanza Portfolio Limited
NRI(s) Non- Resident Indians
NSDL National Securities Depository Limited
The period from the date of entering into an agreement, to acquire the Equity Shares, and Voting
Share Capital in, or control over, the Target Company requiring a Public Announcement or the date
on which the Public Announcement was issued by the Acquirers, i.e., Friday, January 06, 2023, and
Offer Period
the tentative date being Friday, May 19, 2023, on which the payment of consideration to the Public
Shareholders whose Equity Shares are validly accepted in this Offer, is made, or the date on which
this Offer is withdrawn, as the case may be.
Offer Price ₹75.00 (Rupees Seventy-Five Only) per equity share payable in cash
Cash Offer being made by the Acquirers to acquire 1,23,340 equity shares of ₹10.00 each,
Offer/Open Offer representing 25.70% of the total equity and voting share capital at a price of ₹75.00 (Rupees
Seventy-Five Only) per equity share
PA Public Announcement dated Friday, January 06, 2023.
PAT Profit After Tax
Persons eligible to All owners (registered and unregistered) of shares of PHTRADING except the Acquirers and parties
participate in the Offer to the Share Purchase Agreement
4
RBI Reserve Bank of India
Registrar to the Offer Purva Sharegistry (India) Private Limited
Return on Net Worth Profit After Tax / Net Worth
3,14,950 (Three Lakhs Fourteen Thousand Nine Hundred and Fifty) equity shares of ₹10.00/- each
Sale Shares
at a price of ₹75.00 (Rupee Seventy-Five Only) per equity share forming part of the SPA
SEBI Securities and Exchange Board of India
SEBI (SAST) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations /Regulations Regulations, 2011 and subsequent amendments thereof.
SEBI (Delisting of Equity Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 and
Shares) Regulations, 2021 subsequent amendments thereof
Sellers or Present Promoters of PH Trading Limited as per Regulation 31(1)(b) of SEBI (Listing Obligations and
Promoters Disclosure Requirements) 2015.
Share Purchase Agreement dated January 06, 2023 entered into between the Acquirers and the
SPA or Agreement
Sellers
Target Company /
PH Trading Limited
PHTRADING

1. DISCLAIMER CLAUSE

‘IT IS TO BE DISTINCTLY UNDERSTOOD THAT FILING OF DLOF WITH SEBI SHOULD NOT, IN ANY WAY,
BE DEEMED OR CONSTRUED THAT THE SAME HAS BEEN CLEARED, VETTED OR APPROVED BY SEBI.
THE DRAFT LETTER OF OFFER HAS BEEN SUBMITTED TO SEBI FOR A LIMITED PURPOSE OF
OVERSEEING WHETHER THE DISLOSURES CONTAINED THEREIN ARE GENERALLY ADEQUATE AND
ARE IN CONFORMITY WITH THE REGULATIONS. THIS REQUIREMENT IS TO FACILITATE EQUITY
SHAREHOLDERS OF PHTRADING TO TAKE AN INFORMED DECISION WITH REGARD TO THE OFFER.
SEBI DOES NOT TAKE ANY RESPONSIBILITY EITHER FOR FINANCIAL SOUNDNESS OF THE ACQUIRERS
OR FOR THE TARGET COMPANY WHOSE SHARES/ CONTROL IS PROPOSED TO BE ACQUIRED OR FOR
THE CORRECTNESS OF THE STATEMENTS MADE OR OPINIONS EXPRESSEDIN THE LETTER OF OFFER.
IT SHOULD ALSO BE CLEARLY UNDERSTOOD THAT WHILE ACQUIRERS ARE PRIMARILY
RESPONSIBLE FOR THE CORRECTNESS, ADEQUACY AND DISCLOSURE OF ALL RELEVANT
INFORMATION IN THE DRAFT LETTER OF OFFER, THE MANAGER TO THE OFFER IS EXPECTED TO
EXERCISE DUE DILIGENCE TO ENSURE THAT THE ACQUIRERS DULY DISCHARGE THEIR
RESPONSIBILITY ADEQUATELY. IN THIS BEHALF, AND TOWARDS THIS PURPOSE, THE MANAGER TO
THE OFFER BONANZA PORTFOLIO LIMITED HAS SUBMITTED A DUE DILIGENCE CERTIFICATE DATED
JANUARY 20, 2023, TO SEBI IN ACCORDANCE WITH THE SEBI (SUBSTANTIAL ACQUISITION OF SHARES
AND TAKEOVERS) REGULATIONS, 2011 AND SUBSEQUENT AMENDMENT(S) THEREOF. THE FILING OF
THE LETTER OF OFFER DOES NOT, HOWEVER, ABSOLVE THE ACQUIRERS FROM THE REQUIREMENT
OF OBTAINING SUCH A STATUTORY CLEARANCES AS MAY BE REQUIRED FOR THE PURPOSE OF THE
PROPOSED OFFER.’

2. DETAILS OF THE OFFER:

2.1 BACKGROUND OF THE OFFER:

2.1.1. This mandatory Offer (‘Open Offer’) is being made by Santan Investment Advisory LLP (‘Acquirer 1’), Mallinath
Madineni (‘Acquirer 2’) and Prathima Mallinath Madineni (‘Acquirer 3’) in compliance with regulation 3(1) & 4 of
the SEBI (SAST) Regulations, to the shareholders of PH Trading Limited (hereinafter referred to as ‘Target
Company’ or ‘PHTRADING’) a company incorporated and duly registered under the Companies Act, 1956 and
having its registered office at B Block, 113, 10th Floor, Park Street, Kolkata- 700016, West Bengal, India. This Offer
has been triggered upon the execution of the Share Purchase Agreement dated January 06, 2023 entered into by and
between Avishek Himatsingka (‘Promoter Seller 1’), Variable Plaza Private Limited (‘Promoter Seller 2’),
(hereinafter collectively referred to as the ‘Promoter Sellers’/‘Sellers’) and Santan Investment Advisory LLP
(‘Acquirer 1’), Mallinath Madineni (‘Acquirer 2’) and Prathima Mallinath Madineni (‘Acquirer 3’) (hereinafter
collectively referred to as the ‘Acquirers’).

2.1.2. The prime object of the Offer is to acquire substantial acquisition of shares/voting rights accompanied with the change
in control and management of the Target Company.

2.1.3. There is no person acting in concert (‘PAC’) with the Acquirers within the meaning of regulation 2(1)(q) of the SEBI
(SAST) Regulations.
2.1.4. The Offer is not a competing offer under Regulation 20 of SEBI (SAST) Regulations.

2.1.5. The Acquirers are making an offer to acquire 1,23,340 (One Lakh Twenty-Three Thousand Three Hundred and Forty
5
Only) fully paid up Equity Shares of ₹10.00 each representing 25.70%* of total equity and voting share capital of the
Target Company, at a price of ₹75.00 (Rupee Seventy-Five Only) per equity share (the ‘Offer Price’) payable in cash,
subject to the terms and conditions mentioned hereinafter.
* In accordance with the provisions of the Securities and Exchange Board of India (Substantial Acquisition of
Shares and Takeovers) Regulation, 2011, an open offer in compliance with the provisions of Regulations 3 (1) and
4 is required to be given for at least 26.00% (Twenty-Six Percent) of the voting share capital of the target company,
however, since the shareholding of the Public Shareholders (excluding the shareholding of Mr. Mallinath
Madineni) is 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting Share Capital of the Target Company,
therefore for this Offer, the Offer Shares represent 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting
Share Capital of the Target Company.

2.1.6. The Acquirers have entered into a Share Purchase Agreement dated January 06, 2023 with the present Promoter Sellers
of the Target Company viz Avishek Himatsingka and Variable Plaza Private Limited to acquire in aggregate 3,14,950
(Three Lakhs Fourteen Thousand Nine Hundred and Fifty) equity shares of ₹10.00/- each representing 65.61% (Sixty-
Five Point Sixty One Percent) of the fully paid-up equity and voting share capital of the Target Company at a price
of ₹75.00/- (Rupees Seventy-Five Only) per fully paid-up equity share payable in cash (‘Negotiated Price’) for a total
consideration of ₹2,36,21,250.00/- (Rupees Two Crores Thirty-Six Lakhs Twenty-One Thousand Two Hundred Fifty
Only).

The details of the Sellers are as under:

Part of Shares Holding of the Sellers


Promoter/ Pre Transaction Post Transactions
Sr. Name, PAN and address of Promoter
Nature
No. the Promoter Sellers Group of No. of % of Equity No. of % of Equity
Target Shares shareholding Share shareholding
company
1. Avishek Himatsingka Individual Yes 2,90,950 60.61 NIL NIL
PAN: AASPH1474M
Address: Poddar Point, 113,
Park Street, B Block, 10th Floor,
Kolkata 700016, West Bengal,
India.
2. Variable Plaza Private Corporate Yes 24,000 5.00 NIL NIL
Limited (Private
CIN: Limited
U51109WB1993PTC060669 Company)
PAN: AAACV8935A
Address: Poddar Point, 113,
Park Street, B Block, 10th Floor,
Kolkata 700016, West Bengal,
India.
TOTAL 3,14,950 65.61 NIL NIL

2.1.7. The Salient features of the Share Purchase Agreement are as follows:

a. The Promoters Sellers hold 3,14,950 (Three Lakhs Fourteen Thousand Nine Hundred and Fifty) Equity shares
of the Target Company aggregating to 65.61% (Sixty-Five Point Sixty One Percent) of the present paid up Equity
and voting share capital of the Target Company.

b. The Sellers have agreed to sell and the Acquirers have agreed to acquire in aggregate 3,14,950 (Three Lakhs
Fourteen Thousand Nine Hundred and Fifty) fully paid up Equity shares of ₹10.00/- each (‘Sale shares’)
representing 65.61% (Sixty-Five Point Sixty One Percent) of the present paid up Equity and voting share capital
of the Target Company at a price of ₹75.00/- (Rupees Seventy-Five Only) per share for cash aggregating to
₹2,36,21,250.00/- (Rupees Two Crores Thirty-Six Lakhs Twenty-One Thousand Two Hundred Fifty Only)
(‘Purchase Price’).

c. The Acquirers will pay the entire consideration of ₹2,36,21,250.00/- (Rupees Two Crores Thirty-Six Lakhs
Twenty-One Thousand Two Hundred Fifty Only) in the following manner.

i. A sum of ₹78,73,750.00/- (Rupees Seventy-Eight Lakhs Seventy-Three Thousand Seven Hundred Fifty
Only), amounting to 33.33% (Thirty-Three Point Thirty Three Percent) of the Purchase Price on the date
of signing of the said SPA.
6
ii. A sum of ₹78,73,750.00/- (Rupees Seventy-Eight Lakhs Seventy-Three Thousand Seven Hundred Fifty
Only), amounting to 33.33% (Thirty-Three Point Thirty Three Percent) of the Purchase Price on or before
30 (Thirty) days from the date of signing of the said SPA.

iii. The balance sum of ₹78,73,750.00/- (Rupees Seventy-Eight Lakhs Seventy-Three Thousand Seven
Hundred Fifty Only), amounting to 33.33% (Thirty-Three Point Thirty Three Percent) of the Purchase Price
on completion of open offer.

d. After completion of open offer, the Sellers will not hold any equity shares capital of the Target Company and
will be nomore shareholders of the Target Company in any capacity.

e. The Sellers shall sell, convey and deliver to the Acquirers, Sale shares and the Acquirers shall purchase, acquire
and accept from the Sellers.

f. The Sale Shares are free from all charges, encumbrances, pledge, liens, attachments and litigations and are not
subjects to any lock in period.

g. The Acquirers and the Sellers are agreed to abide by its obligations as contained in the SEBI (SAST) Regulations.

h. In case of non-compliance of any provisions of the SEBI (SAST) Regulations; the Agreement for such sale shall
not be acted upon by the Sellers or the Acquirers.

2.1.8. The current and proposed shareholding of the Acquirers in the Target Company and the details of the acquisition are
as follows:

Acquirers
Details Number of % of Voting Share
Equity Shares Capital
Shareholding as on the Public Announcement date 41,710 8.69%
Equity Shares acquired between the Public Announcement date and the
Nil Nil
Detailed Public Statement date
Equity Shares acquired through Share Purchase Agreement 3,14,950 65.61%
Equity Shares proposed to be acquired in the Offer* 1,23,340 25.70%
Post-Offer Shareholding on diluted basis on 10th (Tenth) Working Day
4,80,000 100.00%
after closing of Tendering Period*
*Assuming all the Equity Shares which are offered are accepted in this Offer.

2.1.9. Apart from 3,14,950 (Three Lakhs Fourteen Thousand Nine Hundred and Fifty) fully paid-up equity shares which the
Acquirers have proposed to acquire through SPA; Mr. Mallinath Madineni, Acquirer 2 holds 41,710 equity shares
constituting 8.69% voting rights of PHTRADING. The provisions of Chapter V of SEBI (SAST) Regulations are
applicable to the Acquirers and the Acquirers have complied with the provisions of Chapter V of SEBI (SAST)
Regulations.

2.1.10. The Acquirers propose to continue existing business of the Target Company and may diversify its business activities
in future with prior approval of Shareholders.

2.1.11. The Manager to the Offer i.e., Bonanza Portfolio Limited does not hold any Equity Shares in the Target Company as
on the date of this LOF. The Manager to the Offer further declared and undertakes that they shall not deal in the Equity
Shares of the Target Company on their own account during the offer period.

2.1.12. The Offer is not as a result of global acquisition resulting in indirect acquisition of PHTRADING.

2.1.13. The Acquirers have not been prohibited by SEBI from dealing in the securities, in terms of direction issued under
Section 11B of SEBI Act 1992 as amended or under any other Regulations made under the SEBI Act.

2.1.14. In accordance with Regulation 26(6) and 26(7) of the SEBI SAST Regulations, the committee of independent directors
of the Target Company are required to provide its written reasoned recommendations on the Offer to the Shareholders
and such recommendations are required to be published in the specified form at least 2 (two) Working Days before
the commencement of the Tendering Period.

2.1.15. Upon completion of the Offer, assuming full acceptance in the offer, pursuant to the SPA, Acquirers will hold 4,80,000
7
Equity Shares of ₹10/- (Rupees Ten only) equity shares constituting 100.00% of the Voting Share Capital of the Target
Company. In terms of Regulation 38 of the SEBI (LODR) Regulations read with Rule 19A of SCCR, the Target
Company is required to maintain at least 25% public shareholding on a continuous basis for listing. Pursuant to the
completion of this Offer, assuming full acceptance, in the event the Public Shareholding in the Target Company falls
below the minimum public shareholding requirement as per SCRR and SEBI (LODR) Regulations, the Acquirers
undertakes to bring down the non-public shareholding in the Target Company to the level specified within the time
prescribed in the SCRR, SEBI (SAST) Regulations and as per applicable SEBI guidelines. Acquirers is intended to
retain the listing of Target Company.

2.1.16. In case the shareholding of the Acquirers exceeds maximum permissible non-public shareholding pursuant to the
Offer, Acquirers will not be eligible to make a voluntary delisting offer under SEBI (Delisting of Equity Shares)
Regulations, 2021 unless a period of 12 (twelve) months has elapsed from the date of the completion of the Offer
Period.

2.2 DETAILS OF THE PROPOSED OFFER:

2.2.1. The Public Announcement announcing the Offer under the provisions of Regulations 3 (1), and 4 read with
Regulations 13 (1) and 15 (1) of the SEBI (SAST) Regulations was issued on Friday, January 06, 2023, by the
Manager, for and on behalf of the Acquirers. A copy of the said Public Announcement was filed with SEBI, the BSE
Limited, and sent to the Target Company at its registered office and to SEBI on Friday, January 06, 2023.

2.2.2. In accordance with the Regulation 14(3) and pursuant to Regulations 3(1) & 4 of SEBI (SAST) Regulation, the
Acquirers had made a Detailed Public Statement on January 13, 2023 pursuant to Public Announcement dated January
06, 2023 in the following newspapers:

Publication Language Edition


Financial Express English All Editions
Jansatta Hindi All Editions
Mumbai Lakshadweep Marathi Mumbai Edition
Duranta Barata Bengali daily Kolkata Edition

2.2.3. The Acquirers have proposed to acquire from the existing equity shareholders of PHTRADING 1,23,340 (One Lakh
Twenty-Three Thousand Three Hundred and Forty Only) equity shares of ₹10.00/- each representing 25.70%* of total
Equity and voting share capital of the Target Company, at a price of ₹75.00/- (Rupee Seventy-Five Only) (the ‘Offer
Price’) per Equity share payable in cash (the ‘Offer’ of ‘Open Offer’) in accordance with Regulation 9(1)(a) of SEBI
(SAST) Regulations, 2011 and subject to the terms and conditions set out in the PA, the DPS and this Letter of Offer,
that will be sent to the shareholders of the Target Company.
*In accordance with the provisions of the Securities and Exchange Board of India (Substantial Acquisition of
Shares and Takeovers) Regulation, 2011, an open offer in compliance with the provisions of Regulations 3 (1) and
4 is required to be given for at least 26.00% (Twenty-Six Percent) of the voting share capital of the target company,
however, since the shareholding of the Public Shareholders (excluding the shareholding of Mr. Mallinath
Madineni) is 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting Share Capital of the Target Company,
therefore for this Offer, the Offer Shares represent 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting
Share Capital of the Target Company.

2.2.4. The Target Company doesn’t have any partly paid-up shares. There are no outstanding warrants or option or similar
instrument, convertible into equity shares at a later stage. No shares are subject to any lock- in obligations.

2.2.5. This Open Offer is not a conditional offer and not subject to any minimum level of acceptance.

2.2.6. The Acquirers will acquire all the Equity shares of PHTRADING those that are tendered in valid form in terms of this
Open Offer up to a maximum of 1,23,340 (One Lakh Twenty-Three Thousand Three Hundred and Forty Only) fully
paid-up Equity shares of ₹10.00/- each representing 25.70% of the total Equity and voting share capital of the Target
Company.

2.2.7. The Acquirers have not acquired any shares of Target Company after the date of Public Announcement i.e., January
06, 2023 and up to the date of this Letter of Offer.

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2.2.8. The Acquirers have deposited more than 25% of the total consideration payable to the Equity Shareholders under this
Offer.

2.2.9. This is not a competitive bid. This Offer is not pursuant to any global acquisition resulting in an indirect acquisition
of shares of the Target Company. Further there is no competitive bid in this Offer as on the date of this Letter of Offer.

2.2.10. There is no differential pricing in this Open Offer.

2.2.11. The Equity Shares of the Target Company will be acquired by Acquirers free from all liens, charges and encumbrances
together with all rights attached thereto, including the right to all dividends, bonus and rights offer declared hereafter.

2.2.12. Pursuant to Regulation 12 of the SEBI (SAST) Regulations, the Acquirers have appointed Bonanza Portfolio Limited
as the Manager to the Offer.

2.2.13. The Acquirers have not acquired any Equity Shares from the date of the Public Announcement to the date of this
Letter of Offer. The Acquirers shall disclose during the Offer Period any acquisitions made by the Acquirers of any
Equity Shares of the Target Company in the prescribed form, to each of the Stock Exchange and to the Target
Company at its registered office within 24 (twenty-four) hours of such acquisition, in accordance with Regulation
18(6) of the SEBI SAST Regulations.

2.2.14. The equity shares of the Target Company are listed on the BSE. As per Regulation 38 of SEBI (LODR) Regulations,
2015 read with Rule 19A of the Securities Contract (Regulation) Rules, 1957, as amended (‘SCRR’), the Target
Company is required to maintain at least 25% Public Shareholding, on continuous basis for listing. Pursuant to
completion of this Offer, assuming full acceptance, Acquirers will hold 4,80,000 (Four Lakh Eighty Thousand Only)
Equity Shares constituting 100% of the present issued, subscribed and paid up share capital of the Target Company
and the Public Shareholding in the Target Company will fall below the minimum public shareholding requirement as
per SCRR as amended and the SEBI (LODR) Regulations, 2015. The Acquirers undertakes to bring down the non-
public shareholding in the Target Company to the level specified within the time prescribed in the SCRR, SEBI
(SAST) Regulations and as per applicable SEBI guidelines.

2.3 Object of the Offer:

2.3.1 The Acquirers shall achieve substantial acquisition of Equity Shares and voting capital, accompanied with effective
management control over the Target Company after completion of acquisition of the Shares under SPA and the Open
Offer.

2.3.2 The prime object of this acquisition is to acquire management control of the Target Company. Upon successful
completion of open offer, Acquirers shall achieve substantial acquisition of Equity Shares and voting capital and
intending to acquire control over Target Company in terms of Regulation 4 of SEBI (SAST) Regulations, 2011 and
will be identified as part of Promoter and Promoter group of the Target Company.

2.3.3 The Acquirers have proposed to continue existing business of the Target Company and may diversify its business
activities in future with prior approval of the shareholders. The main purpose of takeover is to expand the Company’s
business activities in same or diversified line of business through exercising effective control over the Target
Company. However, no firm decision in this regard has been taken or proposed so far.

2.3.4 The Acquirers may at its discretion seek to effect changes to the board of directors of the Target Company, in
accordance with applicable laws (including without limitation, the Companies Act, 2013, the LODR Regulations and
Regulation 24 of the SEBI SAST Regulations).

2.3.5 The Acquirers do not have any plans to dispose of or otherwise encumber any significant assets of PHTRADING in
the succeeding two years from the date of closure of the Open Offer, except in the ordinary course of business of the
Target Company and (b) on account of regulatory approvals or conditions or compliance with any law that is binding
on or applicable to the Target company. In the event any substantial asset of the Target Company is to be sold, disposed
of or otherwise encumbered other than in the ordinary course of business, the Acquirers undertake that they shall do
so only upon the receipt of the prior approval of the shareholders of the Target Company through special resolution
in terms of regulation 25(2) of the SEBI (SAST) Regulations and subject to the provisions of applicable law as may
be required.

2.3.6 The Acquirers have reserved the right to streamline/ restructure, pledge/ encumber its holding in the Target Company
and/ or the operations, assets, liabilities and/ or businesses of the Target Company and/ or its subsidiary through
arrangements, reconstructions, restructurings, mergers (including but not limited to merger with or between its
subsidiary), demergers, sale of assets or undertakings and/ or re-negotiation or termination of existing contractual/
operating arrangements, at a later date in accordance with applicable laws. Such decisions will be taken in accordance
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with procedures set out under applicable law, pursuant to business requirements and in line with opportunities or
changesin economic circumstances, from time to time.

2.3.7 This Open Offer is for acquisition of 25.70%* of total Equity and voting share capital of the Target Company. After
the completion of this Open Offer and pursuant to transfer of Equity shares so acquired under SPA, the Acquirers
shall hold the majority of the Equity Shares by virtue of which they shall be in a position to exercise effective
management and control over the Target Company.
* In accordance with the provisions of the Securities and Exchange Board of India (Substantial Acquisition of
Shares and Takeovers) Regulation, 2011, an open offer in compliance with the provisions of Regulations 3 (1) and
4 is required to be given for at least 26.00% (Twenty-Six Percent) of the voting share capital of the target company,
however, since the shareholding of the Public Shareholders (excluding the shareholding of Mr. Mallinath
Madineni) is 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting Share Capital of the Target Company,
therefore for this Offer, the Offer Shares represent 25.70% (Twenty-Five Point Seven Zero Percent) of the Voting
Share Capital of the Target Company.

3. BACKGROUND OF THE ACQUIRERS:

3.1. Santan Investment Advisory LLP (Acquirer 1)

3.1.1. Acquirer 1, Santan Investment Advisory LLP, an LLP bearing LLPIN ‘ABB-9620’ and bearing PAN ‘AETFS9608F’,
registered under the Limited Liability Act, 2008, vide Certificate of Incorporation dated August 03, 2022 and having its
registered office at 1005 Falcon Crast, Raheja Sherwood, Nirlon Compound, W.E Highway, Goregaon East, Mumbai
400063, Maharashtra. There has been no change in the name of the Acquirer since its incorporation.

3.1.2. The contact details of the Acquirer 1 are as follows: Contact No. +91 9821083803 and Email Id mallinathm@[Link]

3.1.3. It has been incorporated to provide mainly the services of management consultancy activities to corporate and non-
corporate entities.

3.1.4. The information pertaining to the designated partners of the Acquirer 1, is specified as below:
[Link] of DIN Date of Designati Qualification Experience Monetary
No Designate initial on value of
. d Partner appointment contribution
1 Mallinath 01556784 03/08/2022 Designate MBA He has an experience of 26 ₹25,000/-
Madineni d Partner years in the field of Corporate
and Financial Advisory. He is
a Director in Slesha
Commercial Limited, FA
Financial Consultants Private
Limited, Finance Avenue
Capital Advisers Private
Limited and Dwip Agencies
Limited.
2 Prathima 06365444 03/08/2022 Designate MBA She has an experience of 22 ₹25,000/-
Mallinath d Partner years in the field of Corporate
Madineni and Financial Advisory. She is
a Director in FA Financial
Consultants Private Limited,
Prokopto India Private Limited
and Venkateswaera Organic
and Naturals Private Limited.

3.1.5. The Net Worth of Acquirer 1 as on Saturday, December 31, 2022, is ₹15,00,000/- (Rupees Fifteen Lakhs Only) as
certified bearing unique document identification number ‘23614785BGROER7365’ on Friday, January 06, 2023, by
Chartered Accountant, Akash Prajapati bearing membership number ‘614785’, proprietor at Akash Prajapati &
Company, Chartered Accountants bearing firm registration number ‘0158112W’ having their office located at 1117A,
Hubtown Viva, Western Express Highway, Jogeshwari (East), Mumbai 400060, Maharashtra with contact details being
‘+91 9987908303’ and Email Address being kumavatcaakash22@[Link].

3.2. Mr. Mallinath Madineni (Acquirer 2)

3.2.1. Mr. Mallinath Madineni, son of Narayana Madineni, aged 52 years, Indian Inhabitant, bearing Permanent Account
Number ‘AIAPM2242G’ under the Income Tax Act, 1961, resident at 1005 Falcon Crast, Raheja Sherwood, Nirlon

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Compound, W.E Highway, Goregaon East, Mumbai- 400063, Maharashtra, bearing Director Identification Number
‘01556784’.

3.2.2. He has completed his master’s degree in Management from Gulbarga University. He has an experience of 26 years in
the field of Corporate and Financial Advisory. He is a Director in Slesha Commercial Limited, FA Financial Consultants
Private Limited, Finance Avenue Capital Advisers Private Limited and Dwip Agencies Limited.

3.2.3. He holds 41,710 equity shares constituting 8.69% paid up capital of the Target Company before executing Share
Purchase Agreement.

3.2.4. The Net Worth of Acquirer 2 as on Saturday, December 31, 2022, is ₹ 6,16,75,000/- (Rupees Six Crore Sixteen Lakhs
Seventy-Five Thousand Only) as certified bearing unique document identification number ‘23614785BGROEP7489’
on Friday, January 06, 2023, by Chartered Accountant, Akash Prajapati bearing membership number ‘614785’,
proprietor at Akash Prajapati & Company, Chartered Accountants bearing firm registration number ‘0158112W’ having
their office located at 1117A, Hubtown Viva, Western Express Highway, Jogeshwari (East), Mumbai 400060 with
contact details being ‘+91 9987908303’ and Email Address being kumavatcaakash22@[Link].

3.3. Mrs. Prathima Mallinath Madineni: (Acquirer 3)

3.3.1. Mrs. Prathima Mallinath Madineni, daughter of Mr. Muniratnam Naidu Dodhala, aged 49 years, Indian Inhabitant,
bearing Permanent Account Number ‘AMEPD5989P’ under the Income Tax Act, 1961, resident at 1005 Falcon Crast,
Raheja Sherwood, Nirlon Compound, W.E Highway, Goregaon East, Mumbai- 400063, Maharashtra, bearing Director
Identification Number ‘06365444’.

3.3.2. She has completed her Master’s degree in Management from SIES. She has an experience of 22 years in the field of
Corporate and Financial Advisory. She is a Director in FA Financial Consultants Private Limited, Prokopto India Private
Limited and Venkateswaera Organic and Naturals Private Limited.

3.3.3. The Net Worth of Acquirer 3 as on Saturday, December 31, 2022, is ₹7,54,92,000/- (Rupees Seven Crores Fifty-Four
Lakhs Ninety-Two Thousand Only) as certified bearing unique document identification number
‘23614785BGROEQ9689’ on Friday, January 06, 2023, by Chartered Accountant, Akash Prajapati bearing membership
number ‘614785’, proprietor at Akash Prajapati & Company, Chartered Accountants bearing firm registration number
‘0158112W’ having their office located at 1117A, Hubtown Viva, Western Express Highway, Jogeshwari (East),
Mumbai 400060, Maharashtra with contact details being ‘+91 9987908303’ and Email Address being
kumavatcaakash22@[Link].

3.4. Acquirers’ Confirmation and Undertaking


The Acquirers have individually confirmed, warranted, and undertaken that:

3.4.1 The Acquirer 2 and Acquirer 3 share the relationship of Husband and wife and are also partners of Acquirer I.

3.4.2 The Acquirers does not belong to any group.

3.4.3 Due to the operation of Regulations 2(1)(q) of the SEBI (SAST) Regulations, there could be persons who could be
deemed to be acting in concert with the Acquirers. However, such persons are not persons acting in concert for the
purposes of this Open Offer.

3.4.4 The Acquirers are neither related and nor have any association / relationship with the Target Company / existing
Promoters directors, or key employees of the Target Company

3.4.5 There are no directors representing Acquirers on the board of the Target Company.

3.4.6 Acquirer I and Acquirer III do not hold any Equity Shares in the Target Company, prior to the execution of the Share
Purchase Agreement, and subsequently, pursuant to the consummation of the Share Purchase Agreement transaction,
they shall be classified and will become the promoters of the Target Company, subject to the compliance of the SEBI
(LODR) Regulations. However, Acquirer 2 holds 41,710 equity shares constituting 8.69% voting rights of
PHTRADING and hence, the provisions of Chapter V of SEBI (SAST) Regulations are applicable to the Acquirer 2
and he has duly complied with all the reporting as per provisions of Chapter V of SEBI (SAST) Regulations

3.4.7 Post completion of the SPA transaction and after completion of the compliance under Reg. 31A of the SEBI (LODR)
Regulations, if any, the Acquirers will be classified as Promoter of the Target Company.

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3.4.8 The Acquirers undertake that they will not sell the Equity Shares of the Target Company during the “Offer Period” in
terms of Regulation 25(4) of the Regulations.

3.4.9 None of the Acquirers have been prohibited by SEBI from dealing in securities, in terms of the provisions of Section
11B of the SEBI Act or under any other Regulation made under the SEBI Act.

3.4.10 They have not been categorized nor are appearing in the ‘Wilful Defaulters or a Fraudulent Borrowers’ list issued by
any bank, financial institution, or consortium thereof in accordance with the guidelines on wilful defaulters or fraudulent
borrowers issued by the Reserve Bank of India.

3.4.11 They have not been declared as ‘Fugitive Economic Offenders’ under Section 12 of the Fugitive Economic Offenders
Act, 2018.

4. BACKGROUND OF TARGET COMPANY – PH TRADING LIMITED


(The disclosure mentioned under this section has been sourced from Target Company or publicly available sources)

4.1 PH Trading Limited (‘PHTRADING’) is a public limited company that was incorporated under the provisions of
the Companies Act, 1956, under the name and style of ‘Larsen Services & Trading Company Limited’, vide Certificate
of Incorporation bearing registration number ‘35011 of 1982’ vide certificate dated June 25, 1982. Further, the name of
the Company was subsequently changed from ‘Larsen Services & Trading Company Limited’ to ‘PH Trading Limited’
on March 12, 2004. The CIN of the Target Company is ‘L51109WB1982PLC035011’, and its registered office is located
at B Block, 113, 10th Floor, Park Street, Kolkata- 700016, West Bengal, India.

4.2 As on date of this Letter of Offer, the capital structure of the Target Company is as follows:
Paid up Equity Shares of Target Company No. of Shares / Voting Rights
Authorized Equity Shares 5,00,000 Equity Shares of ₹10.00 each
Fully Paid-up Equity Shares 4,80,000 Equity Shares of ₹10.00 each
Partly Paid-up Equity Shares Nil
Total Paid-up Equity Shares 4,80,000 Equity Shares of ₹10.00 each
Total voting rights in the Target Company 4,80,000 Equity Shares of ₹10.00 each

4.3 As on the date of this LoF, there are no partly paid up shares and no outstanding instruments in the nature of
warrants/fully convertible debentures/partly convertible debentures etc. which are convertible into equity at any later
date in the Target Company. No shares are subject to any lock-in requirement.

4.4 The Equity Shares of the Target Company are listed on BSE Limited only. The Equity Shares bear ISIN
‘INE603D01017’, Scrip Code ‘512026’ and Scrip ID ‘PHTRADING’. The Target Company has already established
connectivity with the Depositories. The shares of the Target Company are not suspended for trading from BSE Limited.
Based on the information available on BSE, the equity shares of the Target Company are infrequently traded on BSE
(within the meaning of definition of “frequently traded shares” under Regulation 2(1)(j) of the Regulations). Target
Company is in compliance of all listing requirements / SEBI (LODR) Regulations. Further there were no punitive
actions including penalties levied by stock exchanges against the Target Company.

4.5 Neither the Target Company nor its Promoters have been categorized as a “wilful defaulter” in terms of Regulation
2(1)(ze) of the SEBI (SAST) Regulations and further they have not been declared as Fugitive Economic Offenders
under Section 12 of the Fugitive Economic Offenders Act, 2018.

4.6 There has been no merger / demerger or spin off during the last 3 years.

4.7 The present Board of Directors of PHTRADING are as follows:

Date of Whether
Sr. No Director Name Designation
Appointment Promoter or not
1. Prakash Chandra Himatsingka Wholetime Director 01/07/2011 No
2. Avishek Himatsingka Executive Director 06/04/2005 Yes
3. Tushar S Dave Executive Director 10/06/2019 No
4. Amar Chand Agarwal Independent Director 11/05/2013 No
Ashok Kumar Rameshwar Lal
5. Independent Director 03/03/1997 No
Jhanwar
6. Arati Trivedi Non-Executive Director 27/03/2015 No

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4.8 Financial Information:

The financial details of PHTRADING as per the audited accounts for the period ended September 30, 2022, and
financial years ended March 31, 2022, March 31, 2021 and March 31, 2020 are as follows:

Profit & Loss Statement:


(Rs. in Lakh)
For the period For the year ended
ended September
Particulars March 2022 March 2021 March 2020
30, 2022
(Unaudited) (Audited) (Audited) (Audited)
Income from Operations - 6.43 207.48 356.59
Other Income 5.45 15.39 6.44 0.23
Total Income 5.45 21.82 213.92 356.82
Total Expenditure 7.34 13.22 219.6 374.88
Profit/ (Loss) before
(1.89) 8.61 (5.68) (18.06)
Interest, Depreciation and Tax
Depreciation & Amortization
- - - -
Expenses
Interest - - 0.09 1.13
Profit/ (Loss) before Tax (1.89) 8.61 (5.77) (19.19)
Add: Exceptional Items - - - -
Less: Current Tax - (5.87) - -
Deferred Tax - (0.075) 0.07 (0.09)
Taxes for earlier period - - - -
Profit/ (Loss) After tax (1.89) 14.56 (5.70) (19.10)

Balance Sheet
(Rs. in Lakh)
For the period ended For the year ended
Particulars September 30, 2022 March 2022 March 2021 March 2020
(Unaudited) (Audited) (Audited) (Audited)
(A) Sources of funds
Paid up share capital 48.00 48.00 48.00 48.00
Reserves & Surplus
(excluding revaluation 210.31 212.21 197.7 224.6
reserves)
Less: Miscellaneous
Expenditure not written off
Net Worth 258.31 260.21 245.7 272.6
Non-Financials Liabilities
Provisions 3.67 3.53 3.7 3.5
Deferred Tax Liabilities - - - -
Financials Liabilities 13.02 23.18 38.1 38.4
Current Liabilities 0.19 0.40 - 71.0
Total (A) 275.19 287.33 287.5 385.5
(B) Uses of funds
Net Fixed Assets - - - -
Long Term Loans and
- - - -
Advances
Investments - - - 27.3
Non- Current Assets 0.22 0.22 0.2 0.2
Financial Assets 197.63 211.18 220.1 219.4
Current Assets 40.83 39.87 39.1 111.6
Current Tax Assets (Net) 35.53 35.07 27.2 26.1
Deferred Tax Assets(Net) 0.99 0.99 1.0 0.9
Total (B) 275.19 287.33 287.5 385.5

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Other Financial Data

For the period ended Year ended Year ended Year ended
Particulars September 30, 2022 31.03.2022 31.03.2021 31.03.2020
(Unaudited) (Audited) (Audited) (Audited)
Total Revenue 5.45 21.82 213.92 356.82
Net Earnings or
(1.89) 14.56 (5.70) (19.10)
Profit/(Loss) after tax
Earnings per Share (EPS) 0.39 3.03 1.19 3.98
Net worth 258.31 260.21 245.7 272.6

4.9 Pre and Post-Offer Shareholding Pattern of PHTRADING (based on Issued, Subscribed & Paid-up Equity and
Voting Share Capital) is as under:

Shares/ voting rights


Shares/voting
Shareholding/voting agreed to be Shareholding /
rights to be
rights prior to the acquired which votingrights after
acquired in Open
SPA/ acquisition and triggered off the Acquisition and
Offer (assuming
Shareholders’Category Offer SEBI (SAST) Offer (A+B+C)
full acceptance)
Regulations
(A) (B) (C) (D)
No. of No. of No. of
No. of % % % %
Shares Shares Shares
1. Promoter
Party toAgreement:
Avishek Himatsingka 2,90,950 60.61 (2,90,950) (60.61) - - - -
Variable Plaza Private
24,000 5.00 (24,000) (5.00) - - - -
Limited
Total 3,14,950 65.61 (3,14,950) (65.61) - - - -
Promoters other than (a)
above
NIL - - - - - - - -
Total 3,14,950 65.61 (3,14,950) (65.61) - - - -
Total 1 (a+b) 3,14,950 65.61 - - - - - -
2. Acquirers:
Santan Investment Advisory
Nil NA 3,14,950 65.61
LLP
1,23,340 25.70 4,80,000 100.00
Mallinath Madineni 41,710 8.69 41,710 8.69
Mrs Pratima Mallinath
Nil NA Nil NA
Madineni
Total 2 41,710 8.69 3,14,950 65.61 1,23,340 25.70 4,80,000 100.00
3. Parties to Agreement
otherthan 1(a) & 2
4. Public (other than
Parties to Agreement and
Acquirers) #
FIs/MFs/FIIs/Banks/ SFIs (1,23,340) (25.70) - -
- - - -
(Indicate names)
Others 1,23,340 25.70 - -
Total (4) (a+b+c) 1,23,340 25.70 - -
GRAND TOTAL
4,80,000 100.00 4,80,000 100.00
(1+2+3+4)

Notes:
i. Pre-Shareholding Pattern is based on December 2022.
ii. Post completion of the SPA transaction and after completion of the compliance under Reg. 31A of the SEBI
(LODR) Regulations, the Sellers shall cease to classify as Promoter of the Target Company & will be reclassified
as Public Category
iii. All percentages are calculated on the Total Equity Paid up Shares Capital of the Target Company, as on 10th
working day after closing of tendering period

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5. OFFER PRICE AND FINANCIAL ARRANGEMENTS:

5.1 Justification of Offer Price:

5.1.1 The Equity Shares of the Target Company are listed at the BSE Limited (BSE). The Equity Shares bearing ISIN ‘INE
603D01017’, Scrip Code ‘512026’ and Scrip ID ‘PHTRADING’. The Target Company has already established
connectivity with the Depositories.

5.1.2 The annualized trading turnover in the Equity Shares of the Target Company on BSE i.e., the nation-wide trading
terminal based on trading volume during the twelve calendar months prior to the month of PA (January 2022 to
December 2022) is as given below:

Total No. of Equity


Total No. of listed equity Total Trading Turnover(as
Stock Shares traded during the
shares of the Target % of total equity shares
Exchange Twelve calendar months
Company Listed)
prior to the month of PA
BSE 0 4,80,000 0.00 %

5.1.3 Based on the above information available on the website of BSE, Equity Shares of PHTRADING are not frequently
traded shares within the meaning of explanation provided in Regulation 2(j) of the SEBI (SAST) Regulations.

5.1.4 The Offer Price has been determined taking into account the parameters as set out under regulation 8 (2) of the SEBI
(SAST) Regulations, as under:

Sr. No. Particulars Price


₹75.00
Negotiated Price under the Share Purchase Agreement attracting the
a) (Rupees Seventy-Five
obligations to make a Public Announcement for the Offer
Only)
The volume-weighted average price paid or payable for acquisition(s) by the
b) Acquirers, during the 52 (Fifty-Two) weeks immediately preceding the date Not Applicable
of Public Announcement
The highest price paid or payable for any acquisition by the Acquirers, during
c) the 26 (Twenty-Six) weeks immediately preceding the date of Public Not Applicable
Announcement
The volume-weighted average market price of Equity Shares for a period of
60 (Sixty) trading days immediately preceding the date of Public
d) Announcement as traded on BSE where the maximum volume of trading in Not Applicable
the Equity Shares of the Target Company are recorded during such period,
provided such shares are frequently traded
Where the Equity Shares are not frequently traded, the price determined by
₹53.81*
the Acquirers and the Manager considering valuation parameters per Equity
e) (Rupees Fifty-Three and
Share including, book value, comparable trading multiples, and such other
Eighty-One Paise Only)
parameters as are customary for valuation of Equity Shares

*Cost Accountant Suman Kumar Verma, bearing Membership number ‘28453’, IBBI Registered Valuer Registration
number ‘IBBI/RV/05/2019/12376’ and having his office at RZ-26P/205E ,LANE NO. 10E 8B , INDRA PARK , PALAM
COLONY ,South West, National Capital Territory Of Delhi ,110045 with the Email address being
‘ipskverma@[Link]’, through his valuation report dated Friday, January 06, 2023, has certified that the fair value
of the Equity Share of Target Company is ₹53.81/- (Rupees Fifty-Three and Eighty-One Paise Only) per Equity Share.

5.1.5 In view of the parameters considered and presented in the table above, in the opinion of the Acquirers and Manager, the
Offer Price of ₹75.00 (Rupees Seventy-Five Only) per Equity Share being the highest of the prices mentioned above is
justified in terms of Regulation 8 (2) of the SEBI (SAST) Regulations and is payable in cash.

5.1.6 There have been no corporate actions in the Target Company warranting adjustment of relevant price parameters under
Regulation 8(9) of the SEBI (SAST) Regulations.

5.1.7 As on date there is no revision in Open Offer price or Open Offer size. In case of any revision in the Open Offer price
orOffer Size, the Acquirers shall comply with Regulation 18 of SEBI (SAST) Regulations and all other applicable
provisions of SEBI (SAST) Regulations.

5.1.8 If there is any revision in the offer price on account of future purchases / competing offers, it will be done only up to
the period prior to one (1) working days before the date of commencement of the tendering period and would be notified
to shareholders.
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5.1.9 If the Acquirers, acquire or agree to acquire any Equity Shares or Voting Rights in the Target Company during the
offer period, whether by subscription or purchase, at a price higher than the Offer Price, the Offer Price shall stand
revised to the highest price paid or payable for any such acquisition in terms of Regulation 8(8) of Regulations. Provided
that no such acquisition shall be made after the third working day prior to the commencement of the tendering period
and until the expiry of the tendering period. Further, in accordance with Regulations 18(4) and 18(5) of the Regulations,
in case of an upward revision to the Offer Price or to the Offer Size, if any, on account of competing offers or otherwise,
the Acquirers shall (i) make public announcement in the same newspapers in which the DPS has been published; and
(ii)simultaneously notify to SEBI, BSE, and the Target Company at its registered office. Such revision would be done
in compliance with other formalities prescribed under the Regulations.

5.1.10 If the Acquirers, acquire Equity Shares of the Target Company during the period of twenty-six weeks after the tendering
period at a price higher than the Offer Price, the Acquirers shall pay the difference between the highest acquisition price
and the Offer Price, to all shareholders whose shares have been accepted in the Offer within sixty days from the date of
such acquisition. However, no such difference shall be paid in the event that such acquisition is made under another
Open Offer under Regulations, or pursuant to SEBI (Delisting of Equity Shares) Regulations, 2009, or open market
purchases made in the ordinary course on the stock exchanges, not being negotiated acquisition of shares of the Target
Company in any form.

5.2 Financial Arrangements:

5.2.1 The total funding requirement for the Offer (assuming full acceptances) i.e. for the acquisition of 1,23,340 Equity
Shares of ₹10/- each from the public shareholders of the Target Company at an Offer Price of ₹ 75 (Rupees Seventy
Five Only) per Equity Share is ₹92,50,500/- (Rupees Ninety Two Lakhs Fifty Thousand Five Hundred Only) (the
“Offer Consideration”).

5.2.2 The Acquirers have adequate resources and has made firm financial arrangements for financing the acquisition of the
Equity Shares under the Offer, in terms of Regulation 25(1) of the SEBI (SAST) Regulations. The acquisition will be
financed through internal resources and no funds are borrowed from banks or financial institution for the purpose of
this Open Offer. Chartered Accountant, Akash Prajapati bearing membership number ‘614785’, proprietor at Akash
Prajapati & Company (Chartered Accountants) bearing firm registration number ‘0158112W’ having their office located
at 1117A, Hubtown Viva, Western Express Highway, Jogeshwari (East), Mumbai 400060, Maharashtra with contact
details being ‘+91 9987908303’ and Email Address being kumavatcaakash22@[Link] has certified that sufficient
resources are available with the Acquirers, and for fulfilling their Offer obligations in full.

5.2.3 The maximum consideration payable by the Acquirers to acquire up to 1,23,340 (One Lakh Twenty-Three Thousand
Three Hundred and Forty) Equity Shares, representing 25.70% of the Voting Share Capital of the Target Company at
the Offer Price of ₹75.00/- (Rupees Seventy-Five Only) per Offer Share, assuming full acceptance of the Offer
aggregating to ₹ 92,50,500/- (Rupees Ninety-Two Lakhs Fifty Thousand Five Hundred Only). In accordance with
Regulation 17 of the SEBI (SAST) Regulations, the Acquirers have opened an Escrow Account under the name and
style of ‘SANTAN INVESTMENT ADVISORY LLP - PH TRADING OPEN OFFER ESCROW ACCOUNT’
with IDFC Bank Limited on January 07, 2023 and have deposited an amount of ₹25,00,000.00/- (Rupees Twenty-Five
Lakhs Only) i.e., being more than 25.00% of the total consideration payable in the Offer, assuming full acceptance.

5.2.4 The Manager to the Offer is duly authorized to operate the above mentioned Escrow account to the exclusion of all
others and been duly empowered to realize the value of the Escrow Account in terms of the SEBI (SAST) Regulations.

5.2.5 Based on the aforesaid financial arrangements and on the confirmations received from the Escrow Banker and the
Chartered Accountant, the Manager to the Offer is satisfied about the ability of the Acquirers to fulfill its obligation in
respect of this Offer in accordance with the SEBI (SAST) Regulations.

5.2.6 In case of upward revision of the Offer Price and/ or the Offer Size, the Acquirers would deposit additional appropriate
amount into an Escrow Account to ensure compliance with Regulation 18(5) of the Regulations, prior to effecting such
revision.

6. TERMS AND CONDITIONS OF THE OFFER:

6.1 The Letter of Offer along with Form of Acceptance cum Acknowledgement will be mailed to all those shareholders of
PHTRADING (except the Acquirers and the Parties to the SPA) whose name appear on the Register of Members and
to the beneficial owners of the shares of the PHTRADING whose names appear on the beneficial records of the
Depository Participant, at the close of business hours on Monday, April 03, 2023 (‘Identified Date’).

6.2 All owners of the shares, Registered or Unregistered (except the Acquirers and the parties to the SPA) who own the
shares any time prior to the Closing of the Offer are eligible to participate in the Offer as per the procedure set out in
Para 7 below. Eligible persons can participate in the Offer by offering their shareholding in whole or in part. No
16
indemnity is required from the unregistered owners.

6.3 The Letter of Offer will be dispatched to all the eligible shareholders of the Target Company as of the Identified Date.
While it would be insured that the Letter of Offer is dispatched by the due date to all the eligible shareholders as on the
Identified Date, non-receipt the Letter of Offer by any member entitled to this open offer will not invalidate the Offer
in any manner whatsoever.

6.4 Subject to the conditions governing this Offer, as mentioned in the LoF, the acceptance of this Offer by the
shareholder(s) must be absolute and unqualified. Any acceptance to the Offer, which is conditional or incomplete, is
liable to be rejected without assigning any reason whatsoever.

6.5 Locked-in Shares:

There are no locked-in shares in PHTRADING.

6.6 Eligibility for accepting the Offer:

6.6.1 The Letter of Offer shall be mailed to all Equity Shareholders/ Beneficial Owners holding Equity Shares in
dematerialized form (except the present promoter group shareholders and Acquirers) whose names appear in
register ofTarget Company as on Monday, April 03, 2023, the Identified Date.

6.6.2 This Offer is also open to persons who own Equity Shares in Target Company but are not registered Shareholders
as onthe Identified date.

6.6.3 All Equity Shareholders/ Beneficial Owners (except the present promoter group Shareholders, and the Acquirers)
who own Equity Shares of Target Company any time before the closure of the Offer are eligible to participate in
the Offer.

6.6.4 The Acquirers have appointed Purva Sharegistry (India) Private Limited, as the Registrar to the Offer, having
office at Unit No. 9, Ground Floor, Shiv Shakti Industrial Estate, J. R. Boricha Marg, Lower Parel East, Mumbai
– 400011, Maharashtra, India; Tel No.: 022 2301 0771/ 49614132, E-mail-Id: support@[Link],
Website: [Link]. The Contact Person: Mr. Deepali Dhuri from 10:00 a.m. to 5:00 p.m. on working
days (except Saturdays, Sundays and all public holidays), during the period the Offer is open.

6.6.5 The Public Announcement, the Detailed Public Statement, the Letter of Offer and the Form of Acceptance will
also be available on the website of SEBI at: [Link]. In case of non-receipt of the Letter of Offer, all
Shareholders including unregistered Shareholders, if they so desire, may download the Letter of Offer, the Form
of Acceptance from the website of SEBI for applying in the Offer.

6.6.6 Unregistered Shareholders, those who hold in street name and those who apply in plain paper will not be required
to provide any indemnity. They may follow the same procedure mentioned above for registered Shareholders.

6.6.7 The acceptance of this Offer by the Equity Shareholders of Target Company must be absolute and unqualified.
Any acceptance to this Offer which is conditional or incomplete in any respect will be rejected without assigning
any reasonwhatsoever.

6.6.8 The acceptance of this Offer is entirely at the discretion of the Equity Shareholder(s)/beneficial owner(s) of
Target Company.

6.6.9 The Acquirers, Manager to the Offer or Registrar to the Offer accept no responsibility for any loss of Equity
Share Certificates, Offer Acceptance Forms and Share Transfer Deed etc. during transit and the Equity
Shareholders of TargetCompany are advised to adequately safeguard their interest in this regard.

6.6.10 The acceptance of Shares tendered in the Offer will be made by the Acquirers in consultation with the Manager
to the Offer.

6.6.11 The instructions, authorizations and provisions contained in the Form of Acceptance constitute part of the terms
of the Offer.

6.7 Statutory Approvals and conditions of the Offer:

6.7.1 To the best of knowledge and belief of the Acquirers, as of the date of this LoF, there are no other statutory
approvals required for this Open Offer. However, if any other statutory approvals are required prior to completion
of this offer, this offer would be subject to the receipt of such other statutory approvals that may become
17
applicable at a later date.

6.7.2 If the holders of the Equity Shares who are not persons resident in India (including NRIs, OCBs and FIIs) had
required & received any approvals (including from the RBI, the FIPB or any other regulatory body) in respect
of the Equity Shares held by them, they will be required to submit such previous approvals, that they would have
obtained for holding the Equity Shares, to tender the Equity Shares held by them in this Offer, along with other
documents required to be tendered to accept this Offer. In the event such approvals are not submitted, the
Acquirers have reserved the right to reject such Equity Shares tendered in this Offer.

6.7.3 The Acquirers in terms of Regulation 23 of SEBI (SAST) Regulations will have a right not to proceed with the
Offer in the event the statutory approvals indicated above are refused. In the event of withdrawal, a public
announcement will be made within 2 working days of such withdrawal, in the same newspapers in which the
DPS had appeared.

6.7.4 In case of delay in receipt of any statutory approval, SEBI may, if satisfied that delay receipt of the requisite
approvals was not due to any willful default or neglect of the Acquirers or failure of the Acquirers to diligently
pursue the application for the approval, grant extension of time for the purpose, subject to the Acquirers agreeing
to pay interest to the shareholders as directed by SEBI, in terms of Regulation 18(11) of SEBI (SAST)
Regulations. Further, if delay occurs on account of willful default by the Acquirers in obtaining the requisite
approvals, Regulation 17(9) of the SEBI (SAST) Regulations will also become applicable and the amount lying
in the Escrow Account shall become liable to forfeiture.

6.7.5 There are no conditions stipulated in the SPA between the Acquirers and the Sellers, the meeting of which would
be outside the reasonable control of the Acquirers and in view of which the Offer might be withdrawn under
Regulation 23 of the SEBI (SAST) Regulations.

7. PROCEDURE FOR ACCEPTANCE AND SETTLEMENT OF THE OFFER:

7.1 The Open Offer will be implemented by the Acquirers through stock exchange mechanism made available by the Stock
Exchanges in the form of separate window (“Acquisition Window”) as provided under the SEBI (SAST) Regulations
and SEBI circular CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015 issued by SEBI and as amended vide SEBI
circular CFD/DCR2/CIR/P/2016/131 dated December 9, 2016 as amended from time to time, and SEBI Circular bearing
number SEBI/HO/ CFD/DCR-III/CIR/P/2021/615 dated August 13, 2021. As per SEBI Circular bearing number
SEBI/HO/CFD/DCR-III/CIR/P/2021/615 dated August 13, 2021, a lien shall be marked against the shares of the
shareholders participating in the tender offers. Upon finalisation of the entitlement, only accepted quantity of shares
shall be debited from the demat account of the shareholders. The lien marked against unaccepted shares shall be released.
The detailed procedure for tendering and settlement of shares under the revised mechanism is specified in the Annexure
to the said circular.

7.2 BSE Limited shall be the designated stock exchange for the purpose of tendering Equity Shares in the Open Offer.

7.3 The facility for acquisition of shares through Stock Exchange Mechanism pursuant to the Offer shall be available on
the BSE, which shall be the Designated Stock Exchange, in the form of a separate window (‘Acquisition Window’).

7.4 For implementation of the Open Offer, the Acquirers have appointed Nikunj Stock Brokers Limited (the ‘Buying
Broker’)through whom the purchases and settlements on account of the Open Offer would be made by the Acquirers.
The contact details of the Buying Broker are as follows:

Name Nikunj Stock Brokers Limited


Address A-92, Ground floor, Left Portion, Kamla Nagar, New Delhi-110007
Contact No. 011-47030000-01
Email Id info@[Link]
Contact Person Mr. Pramod Kumar Sultania

7.5 All Shareholders who desire to tender their Shares under the Open Offer would have to approach their respective stock
brokers (‘Selling Broker’), during the normal trading hours of the secondary market during the Tendering Period.

7.6 The Acquisition Window provided by BSE shall facilitate placing of sell orders. The Selling Brokers can enter orders
for dematerialized equity shares only.

7.7 The cumulative quantity tendered shall be displayed on the exchange website throughout the trading session at
specificintervals by the stock exchange during Tendering Period.

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7.8 Shareholders can tender their shares only through a broker with whom the shareholder is registered as client
(KYCCompliant).

7.8.1 Procedure for Equity Shares held in physical form:

In accordance with the Frequently Asked Questions issued by SEBI, ‘FAQs – Tendering of physical shares in buyback
offer /open offer/exit offer/delisting’ dated February 20, 2020 and SEBI circular no.
SEBI/HO/CFD/CMD1/CIR/P/2020/144 dated July 31, 2020 issued by SEBI Shareholders holding securities in physical
form are allowed to tender shares in Open Offer through Tender Offer route. However, such tendering shall be as per
the provisions of respective regulations.

i. Public Shareholders who are holding physical Equity Shares and intend to participate in the Open Offer will be
required to submit to the centers, Form of Acceptance-cum-Acknowledgement duly completed and signed in
accordance with the instructions contained therein the along with the complete set of documents for verification
procedures to be carried out including: (a) original share certificate(s), (b) valid share transfer form(s) duly filled
and signed by the transferors (i.e., by all registered shareholders in same order and as per the specimen signatures
registeredwith the Target Company) and duly witnessed at the appropriate place authorizing the transfer in favour
of the Target Company, (c) self-attested copy of the shareholder’s PAN Card, and (d) any other relevant documents
such as power ofattorney, corporate authorization (including board resolution/ specimen signature), notarized copy
of death certificate and succession certificate or probated will, if the original shareholder has deceased, etc., as
applicable.

ii. In addition, if the address of the Public Shareholder has undergone a change from the address registered in the
register of members of the Target Company, the relevant Public Shareholder would be required to submit a self-
attested copy of address proof consisting of any one of the following documents: (a) valid Aadhar Card; (b) Voter
Identity Card; or (c) Passport.

iii. Public Shareholders holding physical Equity Shares should note that physical Equity Shares will not be accepted
unless the complete set of documents is submitted. Acceptance of the physical Equity Shares for the Open Offer
shall be subject to verification as per the SEBI (SAST) Regulations and any further directions issued in this regard.

iv. Applicants who cannot hand deliver their documents at the collection centres referred to as above, may send the
same by registered post with due acknowledgement or by courier only, at their own risk and cost, to the Registrar
to the Offer, on or before the last date of the Tendering Period.

v. Public Shareholders who have sent the Equity Shares held by them for dematerialization need to ensure that the
process of dematerialization is completed in time for the credit in the Escrow Demat Account, to be received on
or before the closure of the Tendering Period or else their application will be rejected.

vi. Shareholders should also provide all relevant documents, which are necessary to ensure transferability of shares
in respect of which the application is being sent failing which the tender would be considered invalid and would
be liable to be rejected. Such documents may include (but not be limited to):
a. Duly attested death certificate and succession certificate (for single shareholder) in case the original
shareholder has expired.
b. Duly attested power of attorney if any person apart from the shareholder has signed acceptance form or
transfer deed(s).
c. No objection certificate from any lender, if the Equity Shares in respect of which the acceptance is sent, were
under any charge, lien or encumbrance.

7.8.2 Procedure for Equity Shares held in Demat Form:

1. The Equity Shareholders who are holding the Equity Shares in demat form and who desire to tender their
Equity Sharesin this Offer shall approach their Selling Broker, indicating details of Shares they wish to tender
in Open Offer.

2. The Selling Broker shall provide early pay-in of demat shares (except for Custodian Participant orders) to
the ClearingCorporation before placing the bids / orders and the same shall be validated at the time of order
entry.

3. For Custodian Participant, orders for demat equity shares early pay-in is mandatory prior to confirmation of
order by the Custodian. The Custodians shall either confirm or reject orders not later than close of trading hours
on the last day of the offer period. Thereafter, all unconfirmed orders shall be deemed to be rejected.

4. The details of settlement number for early pay-in of equity shares shall be informed in the issue opening circular
19
that will be issued by BSE / Clearing Corporation, before the opening of the Offer.

5. Upon placing the bid, the Seller member(s) shall provide Transaction Registration Slip (‘TRS’) generated by
the Exchange Bidding System to the shareholder. TRS will contain details of order submitted like Bid ID No.
DP ID, Client ID, No of Equity Shares tendered etc.

6. The Shareholders will have to ensure that they keep the DP Account active and unblocked to receive credit in
case of return of Equity Shares due to rejection or due to prorated Open Offer.

8. ACCEPTANCE OF SHARES

Registrar to the Offer shall provide details of order acceptance to Clearing Corporation within specified timelines.

In the event that the number of Equity Shares validly tendered by the Public Shareholders under this Offer is more than the
number of Offer Shares, the Acquirers shall accept those Equity Shares validly tendered by the Public Shareholders on a
proportionate basis in consultation with the Manager, taking care to ensure that the basis of acceptance is decided ina fair and
equitable manner and does not result in non-marketable lots, provided that acquisition of Equity Shares from a Public
Shareholder shall not be less than the minimum marketable lot.

The Acquirers hereby undertakes to comply with the provisions of SEBI circular no. SEBI/CIR/CFD/DCR1/CIR/P/2020/83
dated May 14, 2020 and SEBI circular [Link]/HO//CFD/DCR2/CIR/P/2020/139 dated July 27, 2020 in relation to procedural
matters relating to takeovers, including in relation to dispatch of the Letter of Offer to the Public Shareholders.

9. PROCEDURE FOR TENDERING THE SHARES IN CASE OF NON RECIEPT OF THE LETTER OF OFFER

Persons who have acquired Equity Shares but whose names do not appear in the register of members of the Target Company
on the Identified Date, or unregistered owners or those who have acquired Equity Shares after the Identified Date, or those who
have not received the Letter of Offer, may also participate in this Offer.

A Shareholder may participate in the Offer by approaching their broker / Selling Broker and tender Shares in the Open Offer
as per the procedure mentioned in the Letter of Offer.

The Letter of Offer along with acceptance form will be dispatched to all the eligible shareholders of the Target Company,as
appearing in the list of members of the Target Company. In case of non-receipt of the Letter of Offer, such eligible shareholders
of the Target Company may download the same from the website of SEBI ([Link] ) or obtain a copy of the same
from the Registrar to the Offer on providing suitable documentary evidence of holding of the equity shares of the Target
Company.

The Letter of Offer along with the Form of Acceptance would also be available at website of SEBI, [Link] and
shareholders can also apply by downloading such forms from the said website.

Alternatively, in case of non-receipt of the Letter of Offer, the Eligible Public Shareholders holding the Equity Sharesmay
participate in the Offer by providing their application in plain paper in writing signed by all shareholder(s), stating name,
address, number of Equity Shares held, client ID number, DP name, DP ID number, number of Equity Shares tendered and
other relevant documents as mentioned in paragraph 8. Such Eligible Public Shareholders have to ensure that their order is
entered in the electronic platform of BSE which will be made available by BSE before the closure of the Tendering Period.

10. SETTLEMENT PROCESS

On closure of the Offer, reconciliation for acceptances shall be conducted by the Manager to the Offer and the Registrar to the
Offer and the final list shall be provided to the Stock Exchanges to facilitate settlement on the basis of Shares transferred to the
Clearing Corporation.

The settlement of trades shall be carried out in the manner similar to settlement of trades in the secondary market. Selling
Brokers should use the settlement number to be provided by the Clearing Corporation to transfer the shares in favour of Clearing
Corporation.

The direct credit of shares shall be given to the demat account of the Acquirers indicated by the Acquirers Buying [Link]
Buying Broker will transfer the funds pertaining to the Offer to the Clearing Corporation’s bank account as per the prescribed
schedule.

For the same, the existing facility of client direct payout in the capital market segment shall be available. Buying Broker would
also issue a contract note to the Acquirers for the Equity Shares accepted under the Offer.

20
Once the basis of acceptance is finalized, the Clearing Corporation would facilitate clearing and settlement of trades by
transferring the required number of shares to the Buying Broker’s pool account.

In case of partial or non-acceptance of orders or excess pay-in, Demat Shares shall be released to the securities pool account
of the Selling Broker(s) / Custodian, post which, the Seller Broker(s) would then issue contract note for the shares accepted
and return the balance shares to the Shareholders.

11. SETTLEMENT OF FUNDS / PAYMENT CONSIDERATION FOR EQUITY SHAREHOLDERS HOLDING


EQUITY SHARES IN DEMAT:

The settlements of fund obligation for demat shares shall be effected by clearing corporation. For the equity shares accepted
under the open offer, the payment will be made by the Clearing Corporation to the shareholders directly to their bank account.

The payment will be made to the Buying Broker for settlement. For Equity Shares accepted under the Open Offer, the
Public Shareholders will receive funds payout in their settlement bank account.

The funds received from Buyer Broker by the Clearing Corporation will be released directly, to Public Shareholder.

Shareholders who intends to participate in the Offer should consult their respective Seller Broker for payment to them of any
cost, charges and expenses (including brokerage) that may be levied by the Seller Broker upon the Selling Shareholders for
tendering Equity Shares in the Offer (secondary market transaction). The consideration received by the selling Shareholders
from their respective Seller Broker, in respect of accepted Equity Shares, could be net of such costs, charges and expenses
(including brokerage) and the Acquirers accept no responsibility to bear or pay such additionalcost, charges and expenses
(including brokerage) incurred solely by the selling shareholder.

In case of delay in receipt of any statutory approval(s), the SEBI may, if satisfied that such delay in receipt of the statutory
approval(s) was not attributable to any wilful default, failure or neglect on the part of the Acquirers to diligently pursue such
approval, and subject to such terms and conditions as specified by the SEBI (including payment of interest inaccordance with
Regulation 18(11) of the SEBI SAST Regulations) grant an extension of time to the Acquirers pending receipt of such statutory
approval(s) to make the payment of the consideration to the Eligible Public Shareholders whose Equity Shares have been
accepted in the Offer.

12. NOTE ON TAXATION

The basis of charge of Indian income-tax depends upon the residential status of the taxpayer during a tax year. TheIndian
tax year runs from April 1 until March 31. A person who is an Indian tax resident is liable to income-tax in India on his
worldwide income, subject to certain tax exemptions, which are provided under the Act. A person who is treated as a non-
resident for Indian income-tax purposes is generally subject to tax in India only on such person’s India sourced income (i.e.
income which accrues or arises or deemed to accrue or arise in India) or income received or deemed to be received by such
persons in India. In case of shares of a company, the source of income from shares would depend on the‘Situs’ of such shares.
‘Situs’ of the shares is generally where a company is ‘incorporated’. Accordingly, since the Target Company is incorporated
in India, the Target Company’s shares should be deemed to be ‘situated’ in India and any gains arising to a non-resident on
transfer of such shares should be taxable in India under the Income Tax Act, 1961 (‘IT Act’).Gains arising from the transfer of
shares may be treated either as ‘capital gains’ or as ‘business income’ for income-tax purposes, depending upon whether such
shares were held as a capital asset or business asset (i.e. stock-in- trade). The IT Act also provides for different income-tax
regimes/ rates applicable to the gains arising from the tendering of Equity Shares under the Open Offer, based on the period of
holding, residential status, classification of the shareholderand nature of the income earned, etc. Any applicable surcharge and
education cess would be in addition to such applicable tax rates.

Based on the provisions of the IT Act, the shareholders would be required to file an annual income-tax return, as may be
applicable to different category of persons, with the Indian income tax authorities, reporting their income for the relevant year.
The summary of income-tax implications on tendering of Equity Shares on the recognized stock exchange and chargeable to
STT is set out below.

Taxability of Capital Gain in the hands of the Public Shareholders:

i. The Finance Act, 2018, vide Section 112A, has imposed an income tax on long-term capital gains at the rate of 10% (Ten
percent only) on transfer of equity shares that are listed on a recognized stock exchange, which have been held for more
than 1 (one) year and have been subject to STT upon both acquisition and sale (subject to certaintransactions, yet to be
notified, to which the provisions of applicability of payment of STT upon acquisition shall not be applicable). Under this
provision the capital gains tax would be calculated on gains exceeding INR 100,000 (Indian Rupees One Lakh only)
(without any indexation and foreign exchange fluctuation benefits). It may also be noted that any capital gains arising up
to January 31, 2018 are grandfathered under this provision. The cost of acquisition for the long-term capital asset acquired
on or before January 31, 2018 will be the actual cost. However, if the actual cost is less than the fair market value of such
21
asset (lower of consideration on transfer) as on January 31, 2018, the fair market value will be deemed to be the cost of
acquisition.
ii. As per section 111A of the Act, short-term capital gains arising from transfer of listed shares on which STT is paid would
be subject to tax at the rate of 15% (Fifteen percent only) for Public Shareholders (except certain specific categories).
iii. Any applicable surcharge and education cess would be in addition to above applicable rates.
iv. In case of resident Public Shareholders, in absence of any specific provision under the IT Act, the Acquirers shall not
deduct tax on the consideration payable to resident Public Shareholders pursuant to the Offer. However, in case of non-
resident Public Shareholders, since the Offer is through the recognized stock exchange, the responsibility to discharge the
tax due on the gains (if any) is on the non-resident Public Shareholders. It is therefore recommendedthat the non-
resident Public Shareholder may consult their custodians/authorized dealer’s/ tax advisors appropriately.

The tax implications are based on provisions of the IT Act as applicable as on date of this Letter of Offer. In case ofany
amendment made effective prior to the date of closure of this Offer, then the provisions of the IT Act as amended would apply.

Notwithstanding the details given above, all payments will be made to the Public Shareholders subject to compliance with
prevailing tax laws. The final tax liability of the Public Shareholder shall remain of such Public Shareholder and the said Public
Shareholder will appropriately disclose the amounts received by it, pursuant to this Offer, before the Indian income tax
authorities.

THE ABOVE DISCLOSURE ON TAXATION SETS OUT THE PROVISIONS OF LAW IN A SUMMARY MANNER
ONLY AND IS NOT A COMPLETE ANALYSIS OR LISTING OF ALL POTENTIAL TAX CONSEQUENCES OF
THE DISPOSAL OF THE EQUITY SHARES. THIS DISCLOSURE IS NEITHER BINDING ON ANY
REGULATORS NOR CAN THERE BE ANY ASSURANCE THAT THEY WILL NOT TAKE A POSITION
CONTRARY TO THE COMMENTS MENTIONED HEREIN. HENCE, THE PUBLIC SHAREHOLDERS ARE
ADVISED TO CONSULT THEIR TAX ADVISORS FOR TAX TREATMENT ARISING OUT OF THE PROPOSED
OFFER THROUGH TENDER OFFER AND APPROPRIATE COURSE OF ACTION THAT THEY SHOULD
TAKE. THE ACQUIRERS AND PAC AND THE MANAGER TO THE OFFER DO NOT ACCEPT NOR HOLD ANY
RESPONSIBILITY FOR ANY TAX LIABILITY ARISING TO ANY PUBLIC SHAREHOLDER AS A REASON OF
THIS OFFER.

13. DOCUMENTS FOR INSPECTION:

Copies of the following documents will be available for inspection at the registered office of the Manager to the Offer, Bonanza
Portfolio Limited, Bonanza House, Plot No. M-2, Cama Industrial Estate, Walbhat Road, Behind the Hub, Goregaon (East),
Mumbai - 400 063 on any working day between 10.00 a.m. and 5.00 p.m. during the period the Offeris open i.e., from
Thursday, April 20, 2023 to Thursday May 04, 2023.

(i) Memorandum and Articles of Association and Certificate of Incorporation of PH Trading Limited.

(ii) Memorandum of Understanding between Manager to Offer and the Acquirers;

(iii) Escrow Agreement dated January 07, 2023 between Acquirers, IDFC Bank Limited and Manager to the Offer

(iv) Chartered Accountant, Akash Prajapati bearing membership number ‘614785’, proprietor at Akash Prajapati &
Company (Chartered Accountants) bearing firm registration number ‘0158112W’ having their office located at 1117A,
Hubtown Viva, Western Express Highway, Jogeshwari (East), Mumbai 400060, Maharashtra with contact details being
‘+91 9987908303’ and Email Address being kumavatcaakash22@[Link] has certified that sufficient resources are
available with the Acquirers, and for fulfilling their Offer obligations in full.

(v) Certificate dated January 06, 2023 Cost Accountant Suman Kumar Verma, bearing Membership number ‘28453’, IBBI
Registered Valuer Registration number ‘IBBI/RV/05/2019/12376’ and having his office at RZ-26P/205E , LANE NO.
10E 8B , INDRA PARK , PALAM COLONY ,South West, National Capital Territory Of Delhi ,110045 with the Email
address being ‘ipskverma@[Link]’, through his valuation report dated Friday, January 06, 2023 has certified that
the fair value of the Equity Share of Target Company is ₹53.81 (Rupees Fifty-Three and Eighty-One Paise Only) per
Equity Share.

(vi) Annual Reports for the last three financial years ended, March 31, 2022, March 31, 2021 and March 31, 2020 and
limited reviewed Six months ended September 30, 2022 of PH Trading Limited

(vii) Bank Statement received from, IDFC Bank Limited for required amount kept in the escrow account and marked lien in
favour of Manager to Offer.

(viii) The copy of Share Purchase Agreement dated January 06, 2023 between the Promoter Sellers and the Acquirers, which
triggered the Open Offer.
22
(ix) Copy of the Public Announcement dated January 06, 2023

(x) Published copy of Detailed Public Statement, which appeared in the newspaper on January 13, 2023.

(xi) Copy of the recommendations made by the Committee of Independent Directors of the Target Company.

(xii) Copy of SEBI Observation letter no. SEBI/HO/CFD/DCR-2/P/OW/2023/12941/1 dated March 29, 2023.

14. DECLARATION BY THE ACQUIRERS:

a. We have made all reasonable inquiries, accept responsibility for, and confirm that this Letter of Offer contains all
information with regard to the Offer, which is material in the context of the issue. Further we confirm that the information
contained in the Public Announcement, Detailed Public Statement and this Letter of Offer is true and correct in all material
respects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held
and that there are no other facts, the omission of which makes this document as a whole or any of such information or the
expression of any such opinions or intentions misleading in any material respect.

b. We are responsible for the information contained in this Letter of Offer and also for the obligations of the Acquirers as
laid down in the SEBI (SAST) Regulations, 2011 and subsequent amendments made thereof. The Acquirers would be
responsible for ensuring compliance with the concerned Regulations. All information contained in this Letter of Offer is
as on date of the Public Announcement, unless stated otherwise.

c. We hereby declare and confirm that all the relevant provisions of the Companies Act, 2013 as amended and applicable
and all the provisions of SEBI (SAST) Regulations, 2011 have been complied with and no statements in the Offer
document is contrary to the provisions of the Companies Act, 2013 as amended and applicable and SEBI (SAST)
Regulations.

d. The information pertaining to the Target Company contained in the PA, the DPS, and this LoF or any other
advertisement/publications made in connection with the Open Offer has been compiled from information published or
publicly available sources or provided by the Target Company. The information pertaining to the Sellers contained in the
PA, the DPS, this LoF or any other advertisement/publications made in connection with the Open Offer has been obtained
from the Sellers. The Acquirers does not accept any responsibility with respect to any information provided in the PA,
the DPS or this LoF pertaining to the Target Company or the Sellers.

Signed by Acquirers:

for Santan Investment Advisory LLP

Sd/- Sd/- Sd/- Sd/-


Mallinath Madineni Prathima Mallinath Madineni (Mallinath Madineni) (Prathima Mallinath Madineni)
(Partner) (Partner)

Date: April 07, 2023

Place: Mumbai

23
FORM OF ACCEPTANCE-CUM-ACKNOWLEDGEMENT

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

(FOR HOLDING EQUITY SHARES IN PHYSICAL FORM)

(Please send this Form with TRS generated by the Selling Broker and enclosures to Registrar, Purva Shareregistry (India) Private
Limited, at their address given in the Letter of Offer, as per the mode of delivery mentioned in the Letter of Offer)

From: ______________________________________________________ Date: __________________________


Folio Number: _______________________________________________
Name: ______________________________________________________ TENDERING PERIOD FOR THIS OFFER
Address: ____________________________________________________ Offer
Opens on
Thursday, April 20, 2023
____________________________________________________________
Contact Number: _____________________________________________ Offer
Fax Number: _________________________________________________ Closes on
Thursday, May 04, 2023
E-mail Address: ______________________________________________

To,
The Acquirer
C/o Purva Shareregistry (India) Private Limited
Unit: PH Trading Limited – Open Offer
9, Shiv Shakti Industrial Estate, J. R. Boricha Marg, Opposite Kasturba
Hospital Lane, Lower Parel (East) Mumbai – 400011, Maharashtra

Dear Sir/ Ma’am,

Subject: Open offer for acquisition of up to 1,23,340 Equity Shares, representing 25.70% of the Voting Share Capital of
PH Trading Limited by Santan Investment Advisory LLP, Mr. Mallinath Madineni, and Mrs. Prathima Mallinath Madineni

I/We refer to the Letter of Offer dated Friday, April 07, 2023, for acquiring the Equity Shares, held by us in PH Trading Limited.

I/We, the undersigned have read the Letter of Offer, and understood its contents including the terms and conditions as mentioned
therein.

EQUITY SHARES HELD IN PHYSICAL FORM

The particulars of tendered original share certificate(s) and duly signed transfer deed(s) are detailed below:

Sr. Ledger Distinctive No.


Certificate No. No. of Equity Shares
No. folio No. From To

Total number of Equity Shares

(In case of insufficient space, please use an additional sheet and authenticate the same)

I/We note and understand that the original Equity Share certificate(s) and valid share transfer deed(s) will be held in trust for me/us
by the Registrar until the time the Acquirers pay the purchase consideration as mentioned in the LoF.

I/We also note and understand that the Acquirers will pay the purchase consideration only after verification of the documents and
signatures.

Enclosures (please provide the following and √ whichever is applicable):

i. Original Equity Share certificates.

ii. Valid share transfer deed(s) duly filled, stamped, and signed by the transferor(s) (i.e., by all registered shareholder(s) in the same
order and as per specimen signatures registered with the Target Company), and duly witnessed at the appropriate place.

iii. Form of Acceptance (FOA) – signed by sole/joint shareholders whose name(s) appears on the share certificate(s) and in the same
order and as per the specimen signature lodged with the Target Company.

iv. Photocopy of Transaction Registration Slip (TRS) Self attested copy of PAN card of all the transferor(s).
24
v. Self-attested copy of the address proof consisting of any one of the following documents: valid Aadhar card, voter identity card,
passport or driving license.

vi. Any other relevant document (but not limited to) such as Power of Attorney (if any person apart from the Shareholder has signed
the FOA), corporate authorization (including board resolution/specimen signature), notarized copy of death certificate, and
succession certificate or probated will, if the original shareholder has deceased, etc., as applicable. Shareholders of the Target
Company holding physical Equity Shares should note that Physical Equity Shares will not be accepted unless the complete set of
documents are submitted.

FOR ALL PUBLIC SHAREHOLDERS (HOLDING EQUITY SHARES IN DEMAT OR PHYSICAL FORM)

I/We confirm that the Equity Shares which are being tendered herewith by me/us under this Offer, are free from liens, charges,
equitable interests, and encumbrances and are being tendered together with all rights attached thereto, including all rights to dividends,
bonuses and rights offers, if any, declared hereafter and that I/we have obtained any necessary consents to sell the equity shares on
the foregoing basis.

I/We declare that there are no restraints/injunctions or other order(s) of any nature which limits/restricts in any manner my/our right
to tender equity shares for Offer and that I/we am/are legally entitled to tender the equity shares for Offer.

I/We declare that regulatory approvals, if applicable, for holding the Equity Shares and/or for tendering the Equity Shares in this Offer
have been enclosed herewith.

I/We agree that the Acquirers will pay the consideration as per secondary market mechanism only after verification of the certificates,
documents, and signatures, as applicable submitted along with this FOA.

I/We undertake to return to the Acquirers any Offer consideration that may be wrongfully received by me/us.

I/We give my/our consent to file form FCTRS, if applicable, on my/our behalf.

I/We undertake to execute any further documents and give any further assurances that may be required or expedient to give effect to
my/our tender/offer and agree to abide by any decision that may be taken by the Acquirers to effect this Offer in accordance with the
SEBI (SAST) Regulations.

I /We am/are not debarred from dealing in Equity Shares.

I /We authorize the Acquirers to accept the Equity Shares so offered or such lesser number of Equity Shares which they may decide
to accept in consultation with the Manager and the Registrar and in terms of the LoF and I/we further authorize the Acquirer to return
to me/us in the demat account/share certificate(s) in respect of which the Offer is not found valid/not accepted without specifying the
reasons thereof.

I/We further agree to receive a single share certificate for the unaccepted Equity Shares in physical form.

In case of demat shareholders, I /We note and understand that the Equity Shares would be kept in the pool account of my/our broker
and the lien will be marked by Clearing Corporation until the Settlement Date whereby the Acquirers make payment of purchase
consideration as mentioned in the Letter of Offer.

In case of physical shareholders, I/We note and understand that the shares/ Original Share Certificate(s) and Transfer Deed(s) will be
held by the Registrar in trust for me/us till the date the Acquirers make payment of consideration as mentioned in the Letter of Offer
or the date by which Original Share Certificate(s), Transfer Deed(s) and other documents are returned to the shareholders, as the case
may be.

I /We confirm that there are no taxes or other claims pending against us which may affect the legality of the transfer of Equity Shares
under the Income Tax Act, 1961.

I/We confirm that in the event of any income tax demand (including interest, penalty, etc.) arising from any misrepresentation,
inaccuracy, or omission of information provided/to be provided by me/us, I/we will indemnify the Acquirers for such income tax
demand (including interest, penalty, etc.) and provide the Acquirers with all information/documents that may be necessary and co-
operate in any proceedings before any income tax/appellate authority.

FOR NRIS/OCBS/ FIIS AND SUB-ACCOUNTS/OTHER NON-RESIDENT SHAREHOLDERS

I/We confirm that my/our status is (√ whichever is applicable):

25
Individual Domestic Company Foreign Company FIIs / FPIs-Corporate FIIs / FPIs-Others
QFI FVCI Partnership/ Proprietorship/ Private Equity Fund/ AiF Pension/ Provident Fund
LLP
Soverign Foreign Trust Financial Institution NRIs/ PIOs-repatriable NRIs/ PIOs-non-repatriable
Wealth Fund
Insurance OCB Domestic Trust Banks Association of person/ body
Company of individuals
Others (Please Specify):

I/We confirm that my/our investment status is (√ whichever is applicable): FDI Route / PIS Route / Any Other (Please Specify):

I/We confirm that the Equity Shares tendered by me/us are held on (√ whichever is applicable): Repatriable basis / Non-repatriable
basis

I/We confirm that (√ whichever is applicable):

No RBI, FIPB or other regulatory approval was required by me for holding Equity Shares that have been tendered in this Offer and
the Equity Shares are held under general permission of the Reserve Bank of India. The copies of all approvals required by me for
holding Equity Shares that have been tendered in this Offer are enclosed herewith Copy of RBI Registration letter taking on record
the allotment of shares to me/us is enclosed herewith.

I/We confirm that (√ whichever is applicable):

No RBI, FIPB or other regulatory approval is required by me for tendering the equity shares in this Offer.

Copies of all approvals required by me for tendering equity shares in this Offer are enclosed herewith.

In case of shareholders holding Equity Shares in demat form, the bank account details for the purpose of interest payment, if any, will
be taken from the record of the Depositories.

In case of interest payments, if any, by the Acquirer for delay in payment of Offer consideration or a part thereof, the Acquirer will
deduct taxes at source at the applicable rates as per the Income Tax Act, 1961.

Yours faithfully,

Signed and Delivered:

Full Names(s) of the holders Address and Telephone Signature PAN


Number
First/ Sole Holder
Joint Holder 1
Joint Holder 2
Note: In case of joint holdings, all holders must sign. In case of body corporate, the rubber stamp should be affixed, and necessary
board resolution must be attached.

Place:

Date:

26
INSTRUCTIONS

1. Please read the enclosed Letter of Offer carefully before filling-up this Form of Acceptance cum Acknowledgement.
2. The Form of Acceptance cum Acknowledgement should be filled-up in English only.
3. Signature(s) other than in English, Hindi, and thumb impressions must be attested by a Notary Public under his Official Seal.
4. Mode of tendering the Equity Shares pursuant to the Offer:
a. The acceptance of the Offer made by the Acquirers is entirely at the discretion of the equity shareholder of PH Trading Limited.
b. The Public Shareholders of PH Trading Limited to whom this Offer is being made, are free to Offer his / her / their shareholding
in PH Trading Limited for sale to the Acquirers, in whole or part, while tendering his / her / their Equity Shares in the Offer.

-----------------------------------------------------------------Tear along this line -----------------------------------------------------------------

ACKNOWLEDGEMENT SLIP

Subject: Open offer for acquisition of up to 1,23,340 Equity Shares, representing 25.70% of the Voting Share Capital of PH
Trading Limited by Santan Investment Advisory LLP, Mr. Mallinath Madineni, and Mrs. Prathima Mallinath Madineni

FOR PHYSICAL EQUITY SHARES

Received from Mr./Ms./Mrs./M/s. __________________________________________________________________

I / We, holding Equity Shares in the physical form, accept the Offer and enclose duly filled signed and or stamped the original share
certificate(s), transfer deed(s) and Form of Acceptance in ‘market’ mode, duly acknowledged by me/us in respect of my Equity Shares
as detailed below:
Sr. Distinctive No.
Folio No. Certificate No. No. of Equity Shares
No From To

Total Number of Equity Shares

FOR DEMAT EQUITY SHARES

Received from Mr./Ms./Mrs./M/s.____________________________________________________________________

I / We, holding Equity Shares in the dematerialized form, accept the Offer and enclose the photocopy of the Delivery Instruction in
‘market’ mode, duly acknowledged by my/our Depository Participant in respect of my shares as detailed below:
DP Name DP ID Client ID Name of Beneficiary No. of Equity Shares

Stamp of Collection Centre Signature of Official Date of Receipt

Note: All future correspondence, if any, should be addressed to the Registrar at the address mentioned above.
Purva Sharegistry (India) Private Limited
Unit: PH Trading Limited – Open Offer
9, Shiv Shakti Industrial Estate, J. R. Boricha Marg, Opposite Kasturba Hospital Lane, Lower Parel (East), Mumbai – 400011,
Maharashtra
Telephone Number: +91 22-23012518/ 23016761
E-mail Address: support@[Link]
Website: [Link]
Contact Person: Ms. Deepali Dhuri
SEBI Registration Number: INR00000112

27
FORM NO. SH-4 SECURITIES TRANSFER FORM
[Pursuant to section 56 of the Companies Act, 2013 and Rule 11 (1) of the Companies (Share Capital and Debentures) Rules, 2014]

Date of Execution:……/………/………….

FOR THE CONSIDERATION stated below the ‘Transferor(s)’ named do hereby transfer to the ‘Transferee(s)’ named the
securities specified below subject to the conditions on which the said securities are now held by the Transferor(s) and the
Transferee(s) do here by agree to accept and hold the said securities subject to the conditions aforesaid

CIN: L 5 1 1 0 9 W B 1 9 8 2 P L C 0 3 5 0 1 1

Name of the Company (in full): PH TRADING LIMITED


Name of the Stock Exchange where the Company is listed, if any: BSE LIMITED

Description of Securities

Kind/Class of Nominal value of each unit of Amount called up per unit of Amount paid up per unit of
Securities (1) security (2) security (3) security (4)
₹10.00/- ₹10.00/- ₹10.00/-
Equity Share
(Rupees Ten Only) each (Rupees Ten Only) each (Rupees Ten Only) each
No. of Securities being Transferred Consideration Received (INR)
In Figures In Words In words In figures

From
Distinctive Number
To

Corresponding Certificate Nos.

Transferor’s Particulars
Registered Folio Number:

Name(s) in full PAN Signature(s)

1.____________________________ 1.____________________________ 1.____________________________

2.____________________________ 2.____________________________ 2.____________________________

3.____________________________ 3.____________________________ 3.____________________________

Attestation:

I hereby confirm that the transferor has signed before me.

Signature of the witness: __________________________________________________________________________________


Name of the witness: _____________________________________________________________________________________
Address of the witness: ___________________________________________________________________________________
________________________________________________________________________________________________________
____________________________________________________________________________________________________
Pin Code: ______________________________________________________________________________________________

28
Transferee’s Particulars:
Name in full (1) Father’s/ mother’s/ spouse name Address, phone no. and Email Address

Occupation (4) Existing folio no., if any (5) Signature (6)

1. ________________________________________

Business 2. ________________________________________

3. ________________________________________

Folio No. of Transferee Specimen Signature of Transferee(s)


1._______________________________________________________

2._______________________________________________________

3._______________________________________________________

Declaration:
(1) Transferee is not required to obtain the Government approval under the Foreign Exchange Management (Non-debt Instruments)
Rules, 2019 prior to transfer of shares; or
(2) Transferee is required to obtain the Government approval under the Foreign Exchange Management (Non-debt Instruments) Rules,
2019 prior to transfer of shares and the same has been obtained and is enclosed herewith.

Value of stamp affixed: ___________ (₹)


Stamps
Enclosures:

1. Certificate of Equity Shares or debentures or other securities


2. If no certificate is issued, letter of allotment
3. Copy of PAN CARD of all the Transferees (For all listed Cos)
4. Other, Specify, ______________________________________________________

For office use only


Checked by___________________________________________________________
Signature tallied by ____________________________________________________
Entered in the Register of Transfer on __________________________________vide Transfer
No._________________________________________________________
Approval Date________________________________________________________
Power of attorney /Probate/ Death Certificate/ Letter of administration Registered on
_________________________________________at No._____________________

On the reverse page of the certificate

Name of Transferor Name of Transferee No. of Equity Shares Date of Transfer

Signature of authorised
signatory

29
Th
is
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is
in
te
nt
io
na
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ft
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SHARE £&3"
=MART-
Market to better the best
MARKET CREATORS LIMITED

Date: 13 April, 2023

To,
Department of Corporate Services
BSE Limited,
Floor 25, P. J. Towers,
Dalal Street,
Mumbai- 400 001

Scrip Code - 526891 .

Sub: Compliance Certificate under Regulation 7(3) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (as amended) for the year ended 31st
March, 2023

Dear Sir/Madam,

In Compliance with Regulation 7(3) of SEBI (Listing Obligations and Disclosure


Requirements) Regulations, 2015 (as amended); forwarding herewith a Compliance
Certificate for the year ended 31st March, 2023.

Kindly take the same on your record.

Thanking You,

For Market Creators Limited


KALPESH Digitally signed by
KALPESH JAYANTILAL
JAYANTILAL - sHan
Date: 2023.04.13
SHAH 15:18:52 +05'30°

Kalpesh Shah
Director

Encl. As above

Regd. and Corporate Office : "Creative Castle” 70, Sampatrao Colony, Opp. Masonic Hall, Productivity Road, Vadodara-390 007.
Phone : 0265-2354075, Fax : 0265-2340214, Email : info@[Link], [Link], CIN: L74140GJ1991PLC016555

« Equitiess Derivatives Equity Commodities & Currency» Commodities. Merchant Banking. IPO Mutual Fund
Date: April 13,2023

To,
BSE Limited
Corporate Relationship Department,
P.]. Towers, Dalal Street,
Mumbai - 400 001

ia i
[Pursuant to Regulation 7(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

Dear Sir/Madam,

Pursuant to Regulation 7(3) of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, we hereby confirm that all activities in relation to share
transfer facility during the period 1st April, 2022 to 31st March,2023 are maintained by the Company's
Registrar and Share Transfer Agent, viz, Link Intime India Private Limited, which is a category-1, Registrar
& Share Transfer Agent registered with the Securities and Exchange Board of India (SEBI) vide Registration
« Number INROODD04058.

You are requested to take the same on record.

For Market Creators Limit For Link Intime India


E ; > Ltd.
{ pA pe &
el
Rucha Pathak Alpesh Gandhi
(Company Secretary) (Authorized Repre ve)
DHARANI FINANCE LIMITED
[Link] "PGP HOUSE" New No. 59, (Old No. 57), Sterling Road, Nungambakkam, Chennai - 600 034.
Tel No.044-28254176, 28207482, Email: secretarial@[Link], Website : [Link],
CIN – L65191TN1990PLC019152, [Link] AAACD1282G, GST No.33 AAACD1282G2Z3

DFL/Regulation 40(9)/March/2023 April 13, 2023

The Dy. General Manager


[Link] Corporate Services – Listing
Stock Exchange Mumbai
PJ Towers, Dalal Street
Mumbai - 400 001

Dear Sir/Madam,

Sub: Compliance Certificate under Regulation 40(9) of the SEBI (LODR) Regulations, 2015.
Ref: Scrip Code – 511451 – Dharani Finance Limited

Kindly find enclosed herewith Compliance Certificate issued by the Practising Company Secretary in terms
of the Regulation 40(9) of the SEBI (LODR) Regulations, 2015 for the year Ended 31st March 2023.

Thanking You,

Yours faithfully,
for Dharani Finance Limited
KOLANDAGO Digitally signed by
KOLANDAGOUNDE
UNDER R KANDASAMY
Date: 2023.04.13
KANDASAMY 14:55:08 +05'30'

K Kandasamy
Managing Director

Encl.: as above.
PIONEER AGRO EXTRACTS LTD.

P AEL/BSE /2022.23
D)te:13/04/2023
To
BSE LIMITED
PHIROZE JEEJEEBHOYTOWERS,
DALAL STREET, MUMBAT. 4OOOO1

REF: SCRIP CODE: S19439


SCRIP ID: PI0NAGR

Dear Sir/Ma'am,

Pursuant ro Reguration 7(3) of the SEBI (Listing


Requirements) Resutarion, 2015, olease nna enctosei
obligations And Disclosure
physical and eletronic transfer laciiities relating
;i;il;';;il;.irg thar rhe
t" gqrfty-ii,".". ii" aolnprny ,."
mainrained by M/s Abhipra capirar Limited "f
[Link] ani ii,"r" r."r"i".
Company. ", ag"", or,h"

You are therefore requested to acknowledge


the receipt olthe same and oblige.
Thanking You,

Yours Sincerely

Limited

\e
Bhatia t.
,Secretarr pliance Officer
!;.t*'j
Encl: As obove

c* Aoa aazo. . .
Rrsd Orrce. Chhot. Nehar, Matakpur, pathankot - rts "lc "t*wl
*giIilfrifEiJE
OZs (punjaU) [Link] tei,
Fax : +91 -,186-23aS351 GSTTN : [Link]
6'fieil: con'prrancaofricer@pione€[Link] [Link]
crN: L.r53.r9pB.r993pLcor2975
Abhipra Capital Limited
(Category – I, Registrar and Transfer Agent)
Abhipra Complex A-387, Dilkhush Indl Area,
G.T. Karnal Road, Azadpur, Delhi-110033
Phone: +91-11-42390783 | Email: rta@[Link]
Website: [Link] | CIN: U74899DL1994PLC061802

Ref No : RTA/REG/PAEL/Reg7(3)/2023/03/12
Date: 10-Apr-2023

COMPLIANCE CERTIFICATE UNDER REGULATION 7 (3) OF THE SECURITIES AND EXCHANGE


BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS,
2015 FOR THE YEAR ENDED March 31, 2023

In accordance with Regulation 7 (3) of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, we hereby certify that for the year
ended March 31, 2023, all activities in relation to both physical and electronic share transfer facility
of the M/s PIONEER AGRO EXTRACTS LIMITED having its registered office at CHOTTI NEHAR,
MALAKPUR, DIST-GURDASPUR PATHANKOT PUNJAB 145025 are maintained by Abhipra Capital
Limited (SEBI Registration No. INR000003829), the Registrar and Share Transfer Agent of the
Company.

For ABHIPRA CAPITAL LIMITED For PIONEER AGRO EXTRACTS LIMITED


Digitally signed by Digitally signed
ABHINAV ABHINAV AGGARWAL DHARNA by DHARNA
BHATIA
AGGARWAL Date: 2023.04.12
13:29:07 +05'30' BHATIA Date: 2023.04.13
10:32:45 +05'30'
Abhinav Aggarwal
(Director) (Company Secretary)

Place: New Delhi


Savant Infocomm Limited
CIN : L72200YN1978PLC058225
Corp. Office : Gat No. 365/366, At Shirasgaon, Tal-Niphad, Dist- Nashik, MH-422206.

Ref: SIL/2023-24/AH- 008

April 13, 2023

Bombay Stock Exchange Limited


Phiroze Jeejeebhoy Towers
Dalal Street, Fort
Mumbai - 400 001.
Scrip Code 517320

Dear Sir,

Sub : Declaration with respect to Non- Applicability of Large Entities framework.


Ref : SEBI Circular SEBI/HO/DDHS/CIR/P/2018/144 dated 26'h November, 2018.

Pursuant to SEBI Circular SEBI/ HO/ DDHS/ CIR/P/2018/144 dated 26th November,
2018 for fund raising by issuance of debt securities by Large Entities and compliances
thereof, we hereby confirm that Savant Infocomm Limited does not fulfil the criteria of
‘Large Corporate’ as specified at Para 2.2 of the aforesaid circular.

Request you to kindly take the above information on your record.

Thanking you, we remain.

Yours faithfully,
For Savant Infocomm Limited
GIRISH Digitally signed by
GIRISH KAMALKISHOR
KAMALKISH SARDA
Date: 2023.04.13
OR SARDA 14:32:34 +05'30'

Girish K. Sarda
Director
DIN : 07987669

Regd. Office: #16, First Floor, Corporation Shopping Complex, Indira Nagar, Adyar, Chennai 600 020.
P : 022 25300993 F: 022 25300993 W: [Link] E: [Link]@[Link]/
[Link]@[Link]
r) COROMANDEL AGRO PRODUCTS AND OILS LIMITED.,
A.P., INDIA
Factory and Admn. Office : JANDRAPET - 523 165, CHIRALA,
Phone : 9849986021

CC E-mail : capol@[Link], Website : [Link]


CIN. No. L15143TG1975PLC001967

4 April 2023

To,
The Asst. General Manager,
Dept. of Corporate Services,
Bombay Stock Exchange Limited,
Floor 25,
Phiroze Jeejeebhoy Towers,
Dalal Street,
MUMBAI- 1.

Ref:-Our SCRIP Name: CORAGRO


Our SCRIP Code: 507543

Dear Sir / Madam,


es and Exchange
Sub:- Compliance certificate pursuant to Regulation 7 (3) of the Securiti
ons, 2015
Board of India (Listing Obligations and Disclosure Requirements) Regulati

Obligations
Pursuant to Regulation 7 (3) of the Securities and Exchange Board of India (Listing
that activities in relation to
and Disclosure Requirements) Regulations, 2015, we hereby confirm
d by the Company' s Registrar
both physical and electronic share transfer facility are maintaine
Private Limited, which is a SEBI approved
and Share Transfer Agent, viz., Bigshare Services
with Securities and Exchange Board of India
category-I, Registrar & Transfer Agent, registered
(SEBI Registration Number : INR000001385).

For Coromandel Agro Products & Oils Ltd., For Bigshare Services Private Limited

RADHA RANI
Digitally signed by RADHA RANI SINGHAL
DN: c=IN, o=Personal, title=9022,
pseudonym=1331063323912973666Z4JucSTpYj3S9,

Ade?
[Link]=a8ae3ccf971e69b7e85227ca440ca8f17cc416cd319d

SINGHAL
b4be3e7a519bce68c384, postalCode=321602, st=Rajasthan,
serialNumber=22ca218b02a6ca83b8318cf12a819d99dc59f09
ef79a956dbb99a5a077c3dce3, cn=RADHA RANI SINGHAL
Date: 2023.04.13 14:44:11 +05'30'

(RADHA RANI SINGHAL)

Authorized Representative ~
COMPANY SECRETARY& COMPLIANCE OFFICER

Membership No. A68523


NANAVATI VENTURES LIMITED
CIN: L51109GJ2010PLC061936
Reg. Office: S-414, OM Plaza, Adarsh App. Co. Op. Ho. Soc.,
Village: Vijalpor, Taluka: Jalalpore, Navsari-396445, Gujarat
Contact No.: +91 9316691337, [Link]
Email: nanavativentures@[Link], info@[Link]
Date: 13/04/2023

To,
The Corporate Relations Department
BSE Limited
P. J. Towers, Dalal Street,
Mumbai-400001, Maharashtra

Sub.: Intimation for Consent Withdrawal Letters for subscription of Fully Convertible Warrants.
Scrip Code: 543522

Dear Sir/Madam,

We hereby inform the Stock Exchange that the Company has received Consent Withdrawal Letters from
Mrs. Urmilaben Nagjibhai Gohil and Mr. Kantibhai Raychandbhai Palaja, expressing their inability to
subscribe Fully Convertible Warrants offered on preferential basis.

The letters received from said persons are attached herewith for your kind consideration.

Kindly take the same on your record.

Thanking You,

Yours faithfully,
For NANAVATI VENTURES LIMITED
Digitally signed by PANKAJ

PANKAJ VALJIBHAI PANDAV


DN: cn=PANKAJ VALJIBHAI
PANDAV, c=IN, l=SURAT,

VALJIBHA st=GUJARAT, o=Personal,


email=CSPANKAJPANDAV@GMAIL.
COM,
serialNumber=8bd562aac92ab411db5

I PANDAV 022dc9c334d39c21a84d272319ad571
45a448ca3003d6
Date: 2023.04.13 13:24:14 +05'30'

PANKAJ PANDAV
Company Secretary & Compliance Officer
ACS No.: 62216

Encl: as above
From:
URMILABEN NAGJIBHAI GOHIL
Khimana Padar,
Banaskantha - 385575,
Gujarat.

Date: 10/04/2023

To,
The Board of Directors,
NANAVATI VENTURES LIMITED
S-414, OM Plaza, Adarsh App. Co. Op. Ho. Soc.,
Village: Vijalpor, Taluka: Jalalpore,
Navsari ~ 396445, Gujarat.

Sub: Withdrawal of my name from preferential issue of Nanava


ti Ventures Limited.
Ref.: Your email dated 08-04-2023 regarding Letter of Offer and
Application Form

Dear Sir/Madam,

In respect of above captioned matter, I, Urmilaben Nagjibhai Gohil,


am writing this letter to
inform my decision to withdraw my name from preferential
issue of Nanavati Ventures
Limited (Issuer Company), as I have diverted my funds in other
investment proposal available
in the market.

Inconvenience caused is regretted.

Kindly take the same on your record.

Thanking you,

Yours truly,

CRM LA
URMILABEN NAGJIBHAI GOHIL
KANTIBHAI RAYCHANDBHAI PALAJA
Address: Kumbhalmer-1, Kumbhalmer-2, Banaskantha-385510, Gujarat.
Contact No.: 8734881976, Email Id: kantibhaipalaja@[Link]

Date: 11/04/2023

To,
The Board of Directors,
NANAVATI VENTURES LIMITED
S-414, OM Plaza, Adarsh App. Co. Op. Ho. Soc.,.
Village: Vijalpor, Taluka: Jalalpore,
Navsari — 396445, Gujarat.

Sub: Withdrawal of my name from the List of preferential allotment offer of Fully Convertible
Warrants.

Respected Sir, 2

This is with reference to my letter dated 22/02/2023 intending to Invest funds in your Company and
your email dated 08/04/2023, I, Kantibhai Raychandbhai Palaja, hereby inform the Board that due to
time lag, wants to withdraw my consent to subscribe Fully Convertible warrants offered to me on
preferential basis.

Kindly take the same on your record.

Thanking you,

Yours truly,

5 LIA UV)
KANTIBHAI RAYCHANDBHAI PALAJA
SUMERUIL/LIST/BSE/LC-NA/03-2023 DATE: 13th April, 2023

To
B S E Limited
25th Floor, [Link],
Dalal Street, Fort,
Mumbai: 400 001.

Sirs,

Sub: Submission of Declaration/ Confirmation regarding Non-Applicability of Disclosure


requirement for Large Corporates for the Financial year ended 31 st March 2023.

Ref: (1) Compliance to SEBI Circular No. SEBI/HO/DDHS/CIR/P/144 dated 26 th


November 2018.
(2) Our Scrip Code Number: : SUMERUIND | 530445 | INE764B01029

With reference to above subject, we write to inform you that the Provisions contained in
SEBI Circular number SEBI/HO/DDHS/CIR/P/144 dated 26th November 2018 regarding
raising of funds through issue of Debt Securities by Large Corporate Entities, is not
applicable to our company SUMERU INDUSTRIES LIMITED, as it does not fall under the
category of “LARGE CORPORATE” as specified in above circular for the financial year
ended as on 31st March 2023.

We request you to Kindly take the above document in your official records and in
compliance to SEBI Circular.

Thanking you, we remain,

Yours faithfully,
For Sumeru Industries Limited,
NIDHI Digitally signed
by NIDHI KARTIK
KARTIK SHAH
Date: 2023.04.13
SHAH 12:51:23 +05'30'

Nidhi K Shah
Company Secretary
ACS: 33325

SUMERU INDUSTRIES LIMITED


CIN-L65923GJ1994PLC021479
Regd. Office: F.P. No-123, Behind Andaz Party Plot, Makarba Cross Road,
S. [Link], Makarba, Ahmedabad, Gujarat, 380058
Phone: +91 79 29708184
/ 29704161 ¢ Email: [Link]@[Link] ¢ website: [Link]
WELTERMAN INTERNATIONAL LTD.
Registered Office & Factory : Plot No. 1135, At. & Po. Lamdapura, Lamdapura Road, Ta. Savli,
Dist.: Vadodara (Gujarat) 391775 (India) Tel. : 02667-262201 Email : welterman.baroda52@[Link]

 
WIL/LODR/2023-24/01
Date: 12/04/2023

To,
The Manager,
Department of Corporate Relationship,
BSE Limited
25th Phiroz Jeejeebhoy Towers,
Dalal Street, Fort,
Mumbai – 400 001

Ref: - Scrip Code: 526431

Sub: - Compliance Certificate pursuant to Regulation 7 (3) of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir / Madam,

Pursuant to Regulation 7 (3) of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015, we hereby confirm that activities in relation to
both physical and electronic share transfer facility are maintained by the Company’s Registrar
and Share Transfer Agent, viz., Link Intime India Private Limited, which is a SEBI approved
category-I, Registrar & Transfer Agent, registered with Securities and Exchange Board of India
(SEBI Registration Number: INR000004058).

For Welterman International Limited For Link Intime India Private Limited
GOSWAM
Digitally signed by GOSWAMI NIKHIL
DN: c=IN, postalCode=390001, st=GUJARAT, street=C13289

ASHOK
Digitally signed by ASHOK SOMAPPA
RANGILALJI MAHARAJ MANDIRVADODARAMADANZAMPA
SHETTY
ROADNEAR BATA SHOW ROOM 390001, l=VADODARA, DN: c=IN, o=Personal,
o=Personal, title=4915, pseudonym=0DB505944A6F355DDFD8298
serialNumber=5d58aa0be1a6aff329ca72059a8c70b0363ff3d 7B6CC1B50BBB26A98,

SOMAPP
I NIKHIL
69750e12068bca7c7093e03e6, [Link]=d4a8f01a46fdb3760325bd6356b7
pseudonym=491520220926153932982, db23698dc31cfc6d998f45c3b82e153e2559
[Link]=a89054d9fbf071e3daac465c7d8b54c793c256fee00 , postalCode=421202, st=Maharashtra,
be2c1f19a9b3554032649, email=CSGNIKHIL@[Link], serialNumber=C53A03C03FD8CED8D7DB2

A SHETTY
cn=GOSWAMI NIKHIL 6A04F4D14EEAEACC91745E9F70E1BBA79
D8B6AA3A04, cn=ASHOK SOMAPPA
Date: 2023.04.12 16:27:21 +05'30'
SHETTY

Nikhil Goswami
Date: 2023.04.13 12:20:59 +05'30'

Company Secretary & Compliance Officer Authorized Representative

CIN No. L51100GJ1992PLC017613 Website : [Link]


HEMO ORGANIC LIMITED
CIN: - L24231GJ1992PLC018224
Address: - 8-A, Gulnar, Chinar - Gulnar Appt. V V Nagar Road Anand -388001
Email ID: drdineshpatel@[Link], Website: [Link]
Ph. No. 9426075525

Date: April 13, 2023


To,
BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai – 400 001.

Dear Sir,

Sub: Clarification on Price movement email received from BSE on April 12, 2023
Ref: Hemo Organic Limited (Security ID: HEMORGANIC, Security Code: 524590)
BSE Limited - L/SURV/ONL/PV/KB/2023-2024 /3171
This is in reference to the email received from your Exchange dated April 12, 2023 seeking
clarification on the movement in the price of our security at your exchange in the recent past.
We would like to inform you that the Company has intimated from time to time to the Bombay
Stock Exchange of all the events, information etc. that has an impact on the operation and
performance of the Company which include all price sensitive information etc. as required to be
disclosed under the provisions of Regulation 30 and other applicable regulations of the SEBI
(Listing Obligations and Disclosure Requirements Regulations 2015).
The Company has not withheld any information or events which, in our opinion, would have an
impact on the price behaviour in the scrip of the Company.
Therefore, the movement in Company's share price is purely due to market conditions and
apparently market driven on which the Company neither has any control nor has any knowledge
of reasons.
We hope the information provided above clarifies and request you to kindly take the above
information on your records. Please acknowledge the receipt.
Thanking You,
For, Hemo Organic Limited

Digitally signed by DINESHBHAI SHANABHAI


PATEL
DN: c=IN, o=Personal, title=8392,
pseudonym=2E3C485369D029C9FE99DC67
DINESHBHAI D066DBDB3F4C20D5,
[Link]=9e2430a4751cb0e9b0cb07ce4b7da

SHANABHAI PATEL
41bf2f3961c5c323b1d2d352b4ab2cab70e,
postalCode=388001, st=Gujarat,
serialNumber=075CE3969F026889B76D412B
9185D91C32D76AB24CA2FB63B751807E98E
F82A1, cn=DINESHBHAI SHANABHAI PATEL
Date: 2023.04.13 12:37:51 +05'30'

Dr. Dinesh Patel


Chairman and Managing Director
DIN: 00481641

J. J. FINANCE CORPORATION LTD. Tel : 6646 6646 / 2229 6000


E-mail : jjfc@[Link]
Regd. Off. : Unit No. 14, 8th Floor, Premises No. IID114, Website : [Link]
Action Area - IID, New Town, Rajarhat, Kolkata - 700 156
CIN : L65921WB1982PLC035092

Date: 13.04.2023

To,
Bombay Stock Exchange Limited
25th Floor, P. J. Towers,
Dalai Street, Fort,
Mumbai - 400 001

Dear Sir/Madam,

Sub: Confirmation regarding non applicability of Large Corporate framework

Ref: SEBI Circular SEBI/HO/DDHS/CIR/P/2018/144 dated November 26, 2018

With reference to the abovementioned SEBI circular regarding fund raising by issuance of Debt securities
by Large Entities and BSE circular LIST/COMP/59/2019-20 dated March 03, 2020, we hereby confirm
that our Company, J. J. Finance Corporation Limited does not fall under the ambit of Large Corporate as
prescribed in the aforesaid circular.

Kindly take the same on record and oblige.

Thanking you.

Yours faithfully,
For J. J. Finance Corporation Limited

Anujit Singh
Company Secretary and Compliance Officer
Mem. No.: A55516

C.C. The Calcutta Stock Exchange Limited


7, Lyons Range,
Kolkata - 700 001

Corresponding Address: 3C, PEi:: ;Pima, i i, .P:.:r; S e Coilc<<iz - 700 053


Rajeswari
Infrastructure Limited

13.04.2023

To

BSE Limited,
Corporate Relationship Department,
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai- 400001

Dear Sir/ Madam,

Please find enclosed herewith compliance certificate for the half year ended 31st
March, 2023 duly signed by the compliance officer of the company and the
Authorized Representative of our Share Transfer Agent M/s. Cameo Corporate
Services Limited certifying compliance with the requirement under Regulation 7(3)
of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations.

This is for your information and records.

Yours Faithfully,
For Rajeswari Infrastructure Limited
PRATIKSHA Digitally signed by PRATIKSHA
LALWANI

LALWANI Date: 2023.04.13 12:01:53


+05'30'

Pratiksha Lalwani
Company Secretary
A55756

18/23, 2nd Cross Street,East CIT Nagar,


Nandanam, Chennai – 600 035
Tel : 044 -24345326 / 24341872
e-mail : rajeswariltd@[Link]
web : [Link]
CAMEO CORPORATE SERVICES LIMITED
Ref : CAM/RGL/LODR7(3)/2023 Date : 03/04/2023

BSE LIMITED
PHIROZE JEEJEEBHOY TOWERS
DALAL STREET
MUMBAI 400 001.

Dear Sir,

Sub : Compliance Certificate as per Regulation 7(3) of SEBI (LODR) Regulations, 2015.

=======================================================================================

We, the SEBI registered Registrar and Share Transfer Agent hereby certify that all activities in relation to
both the physical and electronic share transfer facility are maintained by us for M/S. RAJESWARI
INFRASTRUCTURE LIMITED for the period ended 31-Mar-2023.

Thanking you,

Yours faithfully,

For CAMEO CORPORATE SERVICES LTD. For RAJESWARI INFRASTRUCTURE LIMITED


PRATIKSHA Digitally signed by PRATIKSHA
LALWANI
LALWANI Date: 2023.04.13 11:59:40 +05'30'

ASST. MANAGER (SHARES) COMPLIANCE OFFICER

‘Subramanian Building', No.1, Club House Road, Chennai-600 002.


Phone: 28460390 (5 lines),40020700, E-mail:investor@[Link] Website: [Link]
CIN: U67120TN1998PLC041613.
Trio Mercantile & Trading Limited
613/B, Mangal Aarambh, Near Mc. Donalds, Kora Kendra, R. M. Bhattad Road,
Borivali (W), Mumbai - 400 092. e Tel. : 2833 5999 / 2833 5998
[Link] e CIN : L51909MH2002PLC136975

11.04.2023

To,
Department of Corporate Services
Bombay Stock Exchange Limited,
P J Tower, Dalal Street,
Mumbai 400 001

Sub_: Submission of Compliance Certificate for the half year ended on 31% March,
2023.

Dear Sir,
°

Pursuant to Regulation 7(3) of SEBI (Listing Obligation and Disclosure


Requirement Regulation 2015 we hereby Enclosed the Compliance Certificate of
the Company for the Half Year Ended on 31% March, 2023.

Kindly acknowledge receipt of the same and take it on record.

Thanking you,

Yours faithfully,
For Trio Mercantile & Trading Limited

Met
Megha Trivedi
Company Secretary
COMPLIANCE CERTIFICATE
For The Year Ended on 31-03-2023

[Pursuant to Regulation 7(3) of the SEBI (Listing Obligations


and Disclosure Requirements) Regulations, 2015]

As per the requirement of Regulation 7(3) of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
we hereby confirm that all activities in relation to both physical and
electronic share transfer facility are maintained by the Company’s Registrar
and Share Transfer Agent, viz., Link Intime India Pvt Ltd a Category-I,
Registrar & Share Transfer Agent (RTA), registered with the Securities and
Exchange Board of India (SEBI) vide Registration Number: INRO00004058 during
the period April 1, 2022 to March 31, 2023 (both days inclusive). -

Thanking you,
Very truly yours,
For Trio Mercantile & Trading Limited For LINK INTIME INDIA PVT. LTD.

age” Wen
(COMPLIANCE OFFICER) (AUTHORISED SIGNATORY)
ee ASHISE veel =
_ OF RV.C. PREMIUM BRAIDED & SUCTION HOSE PIPE
ae ne Business Hub, Nr. Shell Petrol Pump, Science City
Sola, Ahmedabad-380 060 (Gujarat) INDIA 5
bile ; 9099052582 eid
' pana ashishpolyplast@[Link] = Website : [Link] }

QUR [Link]:

APPL/LIST/BSE/LC-NA/03-2023 DATE: 13" APRIL, 2023


To
BS ELimited
25" Floor, P.J. Towers,
Dalal Street, Fort,
Mumbai: 400 002,

Sirs,

sub: Submission of Declaration/ Confirmation regarding Non-Applicability of Disclosure requirement


For Large Corporates for the Financial year ended 31% March 2023.

Ref: (1) Compliance to SEBI Circular No, SEBI/HO/ DDHS/CIR/P/144 dated 26 November 2018.
(2) Our Scrip Code Number: ASHISHPO | 530429 | INES3TCOMW IG

With reference to above subject, we write to inform you that the Provisions contained
in SEBi Circular
number SEBI/HO/DDHS/CIR/P/144 dated 26" November 2018 regarding raising
of funds through issue
of Debt Securities by Large Corporate Entities, is not applicable to our company
ASHISH POLYPLAST
LIMITED, as it dos not fall under the category of “LARGE CORPORATE” as specified
in above circular
for the financial year ended as on 31° March 2023,

We request you to Kindly take the above documentin your official records and in compliance
to SEB!
Circular.

Thanking you, we remain,

Yours faithfully,
For Ashish Polyplast Limited

\ Aon ae’
Ashish Panchal ~
Chairman and M‘inaging Director

panioT y +: Plot Ni 5 2 We lage Z k, Post Pardhol, Nr, Narmada Main Canal, Naroda-Dehgam Highway,
RT ENIES No tiny ania + Phone : (F) 9409305948, 6359067770
ie Pas oa te
ELECTRODES ELECTRODES LIMITED
CIN: L29308GJ1994PLC023275
Corporate Office :
802, "Swagat" Building, Nr. Lal Bunglow, C.G . Road , Ahmedabad- 380 006. TP.I. : 079 - 26441025 Fax: 079 - 26563724 E-mail : bobshellelectrodes@[Link] .in

Date: 13/04/2023

To,
The Manager
Department of Corporate Services,
BSE Limited,
P.J. Tower, Dalal Street,
Fort, Mumbai-400 001

Dear Sir/Madam,

Sub.: Compliance Certificate pursuant to Regulation 7(3) of the SEBI (Listing Obligations and
....
Disclosure Requirements) Regulations,2015 as on the year ended 31.03.2023.

Ref.:Scrip Code:526925

With reference to the captioned subject, we hereby confirm that all activities in relation to both
physical and electronic share transfer facility are maintained by the Company's Registrar and Share
Transfer Agent viz. Bigshare Services Pvt. Ltd.,which is a SEBI approved Registrar and Transfer Agent
,registered with Securities and Exchange Board of India.

We request you to kindly take the same on record .

Thanking you,

Yours Faithfully,

Shailesh M. Joshi
(DIN: 01453505}

Registered Office : B-505, Fairdeal House, Opp. St. Xaviers Ladies Hostel, Navrangpura, Ahmedabad-380 009.
Works : 496 , Bhagyalaxmi Industrial Estate, Rakanpur, Ta. Kalol , Dist. Gandhinagar- 382721 . M54009131N
ELECTRODES ELECTRODES LIMITED
CIN • L29308GJ1994PLC023275
Corporate Office : 079 _ 26563724 E-mail · bobshellelectrodes@[Link] .in
802 , "Swagat" Building, Nr. La\ Bunglow, C .G. Road , Ahmedabad - 380 006 TP. \ · 079 - 26441025 Fax

COMPLIANCE CERTIFICATE PURSUANT TO REGULATION 7(3) OF THE SEBI

(LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)


REGULATION, 2015

FOR HALF YEARLY ENDED- ON 31sT MARCH, 2023

Pursuant to Regulation 7(3) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, we hereby certify that activities in relation to both physical and
electronic share transfer facility during period of 30.09.2022 to31.03.2023 are maintained
by Company's Share Transfer Agent viz. Bigshare Services Pvt. Ltd., which is a SEBI approved
Category-1 Registrar & Share Transfer Agent, Registered with SEBI (SEBI Registration
No.INR000001385).

For Bobshell Electr

Shailesh M . Joshi
(Managing Director)

.. · .JAS-ANZ
· rc
·--·--:---------\
r,
: : :
- - ~- ---l '

\ : \
:.. -------}--------.!
. s- 505, Fairdeal House, Opp. St. Xaviers Ladies Hostel, Navrangpura, Ahmedabad-380 009.
Registered Office
. 496 , Bhagya\axmi Industrial Estate, Rakanpur, Ta . Kalol , Dist. Gandhmagar - 382721 .
M54009131 N
Works

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