30th November 2022 | |||
To | |||
BSE Limited | National Stock Exchange of India Limited Exchange | ||
Phiroze Jeejeebhoy Towers, | Plaza, | ||
Dalal Street, | Bandra Kurla Complex, Bandra (E), | ||
Mumbai - 400 001 | Mumbai - 400 051 | ||
Scrip code: 541540 | Scrip code: SOLARA |
Dear Sir/ Madam,
Sub: Disclosure under Regulation 10(5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 with respect to proposed inter‐se transfer of equity shares of Solara Active Pharma Sciences Limited
Pursuant to Regulation 10(5) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ('SEBI SAST Regulations'), kindly find enclosed herewith disclosure in the prescribed format with respect to proposed inter-se transfer of equity shares of Solara Active Pharma Sciences Limited, amongst promoter group through an off-market transaction.
Kindly take the same on record.
Thanking you,
Yours faithfully,
JYOTHINAGARAV YASHA SRIRAMAN RAMAPRASAD
Digitally signed by
JYOTHINAGARAVYASHA SRIRAMAN RAMAPRASAD Date: 2022.11.30 17:43:07 +05'30'
Ramaprasad J S
Designated Partner
Devicam Capital LLP
DPIN:00173696
Encl.: as above
Copy to: S. Murali Krishna
Company Secretary & Compliance Officer
Solara Active Pharma Sciences Limited 2nd Floor, Admin Block,
27, Vandaloor, Kelambakkam Road, Keelakottaiyur Village, Melakottaiyur PO Chennai -600127, Tamilnadu
Disclosures under Regulation 10(5)‐ Intimation to Stock Exchanges in respect of
acquisition under Regulation 10(1)(a) of SEBI (Substantial Acquisition of Shares and
Takeover Regulations, 2011
1. | Name of the Target Company (TC) | Solara Active Pharma Sciences Limited | |||||||
2. | Name of the acquirer(s) | Devicam Capital LLP | |||||||
3. | Whether the acquirer(s) is/ are | Yes, The Acquirer forms part of the Promoter group. | |||||||
promoters of the TC prior to the | |||||||||
transaction. | If | not, | nature | of | |||||
relationship or | association with | ||||||||
the TC or its promoters | |||||||||
4. | Details of the proposed acquisition | ||||||||
a. | Name of the person(s) from | Mr. Arun Kumar Pillai | |||||||
whom shares are to be | |||||||||
acquired | |||||||||
b. | Proposed date of acquisition | 07 December 2022 or thereafter | |||||||
c. | Number of shares to be | 7,00,000 shares | |||||||
acquired from each person | |||||||||
mentioned in 4(a) above | |||||||||
d. | Total shares to be acquired as | 1.94% | |||||||
% of share capital of the TC | |||||||||
share capital of TC | Rs. 459.55/- (Rupees Four Hundred and Fifty-Nine and | ||||||||
e. | Price at which shares are | ||||||||
proposed to be | Fifty-Five Paise only) per share aggregating to Rs. | ||||||||
Acquired | 32,16,85,000/- (Rupees Thirty-Two Crores Sixteen Lakhs | ||||||||
f. | Rationale, if any, for the | Eighty-Five Thousand Only) | |||||||
Inter-se transfer of shares amongst Promoter and Promoter | |||||||||
proposed transfer | group | ||||||||
5. | Relevant sub-clause of regulation | 10(1)(a)(ii) of SEBI SAST Regulations | |||||||
10(1)(a) under | |||||||||
which the acquirer is exempted | |||||||||
from making open offer | |||||||||
6. | If, | frequently | traded, | volume | Applicable | ||||
weighted average market price | Volume Weighted Average Market Price: Rs. 445.27/- (Rupees | ||||||||
for a period | of | 60 | trading | Four Hundred Forty-Five and Twenty-Seven paise Only) | |||||
days preceding the date of | |||||||||
issuance of this notice as traded | |||||||||
on the stock exchange where the | |||||||||
maximum volume of trading in | |||||||||
the | shares | of | the | TC | are | ||||
recorded during such period. | |||||||||
7. | If in-frequently traded, the price | Not Applicable | |||||||
as determined in terms of clause | |||||||||
(e) of sub-regulation (2) of | |||||||||
regulation 8. | |||||||||
8. | Declaration by the acquirer, that | Applicable- Declaration Attached | |||||||
the acquisition price would not be | |||||||||
higher by more than 25% of the | |||||||||
price computed in point 6 or | |||||||||
point 7 as applicable. |
9. | Declaration by the acquirer, that | Applicable- Declaration Attached | ||||||
the transferor | and | transferee | ||||||
have complied / will comply with | ||||||||
applicable | disclosure | |||||||
requirements in Chapter V of the | ||||||||
Takeover Regulations, 2011 | ||||||||
(corresponding provisions of the | ||||||||
repealed Takeover | Regulations | |||||||
1997) | ||||||||
10. | Declaration by the acquirer that | Applicable- Declaration Attached | ||||||
all the conditions specified under | ||||||||
regulation 10(1)(a) with respect | ||||||||
to exemptions | has | been | ||||||
duly complied with | Before the proposed | |||||||
11. | Shareholding details | After the proposed | ||||||
transaction | transaction | |||||||
No. of | % wrt to | No. of | % wrt to | |||||
shares/votin | total share | shares/votin | total share | |||||
g rights | capital of | g rights | capital of TC | |||||
TC |
- Acquirer(s) and PACs (other than sellers)(*)
(i) Devicam Capital LLP | 16,53,045 | 4.59 | 23,53,045 | 6.54 |
- Seller (s)
(i) Mr. Arun Kumar Pillai | 16,68,463 | 4.64 | 9,68,463 | 2.69 | |
JYOTHINAGARAV | Digitally signed by | ||||
JYOTHINAGARAVYASHA | |||||
YASHA SRIRAMAN SRIRAMAN RAMAPRASAD | |||||
RAMAPRASAD | Date: 2022.11.30 17:43:44 | ||||
+05'30' |
Signature:
Ramaprasad J S
Designated Partner
Devicam Capital LLP
DPIN: 00173696
Date: 30th November 2022
Place: Bengaluru
DECLARATION
30 November 2022
We, Devicam Capital LLP (''The LLP'') hereby declare that the acquisition price Rs. 459.55/- (Rupees Four Hundred and Fifty-Nine and Fifty-Five Paise only) for acquiring 7,00,000 (Seven Lakhs) equity shares (through Inter-se Transfer of Shares amongst promoter group) of Solara Active Pharma Sciences Limited (''Target Company'') by the LLP is not higher by:
"more than 25% of Frequently traded volume weighted average market price for a period of 60 trading days preceding the date of issuance of notice as traded on the stock exchange where maximum volume of trading in the shares of the TC (Target Company) are recorded during such period. - (Point 6 of the Disclosure under Regulation 10 (5) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.)''
For Devicam Capital LLP
JYOTHINAGARAVY ASHA SRIRAMAN RAMAPRASAD
Digitally signed by
JYOTHINAGARAVYASHA SRIRAMAN RAMAPRASAD Date: 2022.11.30 17:44:05 +05'30'
Ramaprasad J S
Designated Partner
DPIN: 00173696
DECLARATION
November 30, 2022
We, Devicam Capital LLP (''The LLP'') hereby declare that:
- The Transferor (Mr. Arun Kumar Pillai) and Transferee (Devicam Capital LLP) have complied/ will comply with applicable disclosure requirements in Chapter V of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (corresponding provisions of repealed Takeover Regulations 1997) (Takeover Regulations, 2011).
- Devicam Capital LLP (The Acquirer) has complied with all the conditions specified under Regulation 10(1)(a) of the takeover Regulations, 2011with respect to exemptions.
For Devicam Capital LLP
Digitally signed by
JYOTHINAGARAVYASHA JYOTHINAGARAVYASHA SRIRAMAN RAMAPRASAD SRIRAMAN RAMAPRASAD
Date: 2022.11.30 17:44:28 +05'30'
Ramaprasad J S
Designated Partner
DPIN: 00173696
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Solara Active Pharma Sciences Ltd. published this content on 30 November 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 November 2022 14:22:07 UTC.