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22 November, 2023: Floor, Gladdiola, Hanuman Road, - India. (+91) (22) 3501 6400 / 2611 4452 L51900MH1971PLC015141

1. The Board of Directors of Remsons Industries Limited approved raising up to Rs. 63 crores through a preferential allotment of equity shares and warrants. 2. The allotment includes 2,70,000 convertible warrants to promoters and 1 promoter group entity, and 10,42,400 equity shares to 4 FPIs and 2 bodies corporate/individuals. 3. Shareholders approval will be sought through an EGM on December 20th for the preferential allotment and formation of a joint venture with Aircom Group AG to manufacture tyre puncture kits.

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Rohit Rathod
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0% found this document useful (0 votes)
69 views7 pages

22 November, 2023: Floor, Gladdiola, Hanuman Road, - India. (+91) (22) 3501 6400 / 2611 4452 L51900MH1971PLC015141

1. The Board of Directors of Remsons Industries Limited approved raising up to Rs. 63 crores through a preferential allotment of equity shares and warrants. 2. The allotment includes 2,70,000 convertible warrants to promoters and 1 promoter group entity, and 10,42,400 equity shares to 4 FPIs and 2 bodies corporate/individuals. 3. Shareholders approval will be sought through an EGM on December 20th for the preferential allotment and formation of a joint venture with Aircom Group AG to manufacture tyre puncture kits.

Uploaded by

Rohit Rathod
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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Download as PDF, TXT or read online on Scribd
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22nd November, 2023

To, To,
The Manager The Manager – Listing
Department of Corporate Services National Stock Exchange of India Limited
BSE Limited Exchange Plaza, 5th Floor, ‘G’ Block,
Phiroze Jeejeebhoy Towers, Bandra Kurla Complex,
Dalal Street, Mumbai - 400 001 Bandra (East), Mumbai – 400 051
Scrip Code: 530919 Symbol: REMSONSIND

Dear Sir / Madam,

Subject: Outcome of Board Meeting held today i. e. Wednesday, 22nd November, 2023

Pursuant to the provisions of Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (‘Listing Regulations’), we wish to inform you that the Board of Directors of the Company
at its meeting held today i.e. Wednesday, 22nd November, 2023, inter alia, considered and approved the
following matters:

1. To meet long-term capital requirements, working capital requirements, to fund new acquisitions / joint
ventures and re-payment of unsecured loans, decided to raise funds up to Rs. 63.00 Crore (Rupees Sixty
Three Crore only) by offering and issuing:

(a) 2,70,000 Warrants convertible into equivalent number of Equity Shares of Rs. 10/- (Rupees Ten only)
each at an issue price of Rs. 480/- (Rupees Four Hundred Eighty only) per share including premium of
Rs. 470/- (Rupees Four Hundred Seventy only) per share or at such price as may be determined as per
the provisions of Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations,
2018, whichever is higher, to the promoters and promoter group entity; and
(b) 10,42,400 Equity Shares of Rs. 10/- (Rupees Ten only) each at an issue price of Rs. 480/- (Rupees Four
Hundred Eighty only) per share including premium of Rs. 470/- (Rupees Four Hundred Seventy only)
per share or at such price as may be determined as per the provisions of Chapter V of the SEBI (Issue
of Capital and Disclosure Requirements) Regulations, 2018, whichever is higher, to the FPIs / bodies
corporate / individuals in public category.

Above allotment shall be subject to the approval of members of the Company. The detailed
disclosure as required under Regulation 30 of the Listing Regulations read with SEBI Circular No.
SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13th July, 2023 is enclosed as Annexure – 1.

(c) Decided to convene and hold 01/2023-24 Extra Ordinary General Meeting of the members of the
Company on Wednesday, 20th December 2023 through Video Conferencing / Other Audio Visual Means
to seek members’ approval for aforesaid matters.

Reg. Office: 401, 4th Floor, Gladdiola, Hanuman Road,


Tel: (+91) (22) 3501 6400 / 2611 4452
Vile Parle (East), Mumbai – 400057, Maharashtra. India. CIN: L51900MH1971PLC015141
Website: www.remsons.com Email: [email protected]
(d) Entered into a joint venture agreement with Aircom Group AG, to form a new joint venture company to
be incorporated as “Aircom Remsons Automotive Private Limited” or such other name as may be
approved by Registrar of Companies, Central Registration Centre, as a special purpose vehicle to carry on
business of manufacturing and selling of tyre puncture kits and its components for automobiles. The
detailed disclosure as required under Regulation 30 of the Listing Regulations read with SEBI Circular No.
SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13th July, 2023 is enclosed as Annexure – 2.

The meeting of the Board of Directors commenced at 5.00 P.M. and concluded at 7.45 P.M.

You are requested to kindly take the same on your record.

Thanking you,

Yours faithfully,

For Remsons Industries Limited


ROHIT Digitally signed by ROHIT
HASMUKHBHAI DARJI
HASMUKHBHAI DARJI Date: 2023.11.22 19:52:23 +05'30'
Rohit Darji
Company Secretary and Compliance Officer

Encl: A/a

Reg. Office: 401, 4th Floor, Gladdiola, Hanuman Road,


Tel: (+91) (22) 3501 6400 / 2611 4452
Vile Parle (East), Mumbai – 400057, Maharashtra. India. CIN: L51900MH1971PLC015141
Website: www.remsons.com Email: [email protected]
Annexure – 1

Sr. Particulars Details


No.

a) Type of securities (a) 2,70,000 Convertible Warrants into Equity Shares of Rs. 10/-
proposed to be issued each; and
(b) 10,42,400 Equity Shares of Rs. 10/- each.
b) Type of issuance Preferential allotment

c) Total number of 2,70,000 Convertible Warrants of Rs. 10/- each at an issue price of
securities proposed to Rs. 480/- per share, aggregating to Rs. 12.96 Crore; and 10,42,400
be issued or the total Equity Shares of Rs. 10/- each at an issue price of Rs. 480/- per share
amount for which the aggregating to Rs. 50.03 Crore, total aggregating to Rs. 62.99 Crore.
securities will be issued
(approximately)

Additional details required in case of preferential issue

(i) Names of the investors Category No. of shares / warrants to be issued

As per Exhibit A attached

(ii) Post allotment of Details of shareholding of the investors in the Company prior to
Securities - and after the proposed preferential issue (considering full
conversion of warrants):
Outcome of the
subscription Name of the Pre - Preferential Issue Post - Preferential issue
investors
No. of Shares % No. of Shares %

As per Exhibit A attached

Reg. Office: 401, 4th Floor, Gladdiola, Hanuman Road,


Tel: (+91) (22) 3501 6400 / 2611 4452
Vile Parle (East), Mumbai – 400057, Maharashtra. India. CIN: L51900MH1971PLC015141
Website: www.remsons.com Email: [email protected]
Exhibit A

Category of Shareholders Category Before issue No. of After issue


Equity
Shares /
Warrants
to be
issued
No. of % No. of %
shares shares

(A) Promoter / Promoter group: (Warrants)


1. Krishna R. Kejriwal Promoter 1579494 27.6456 68000 1647494* 23.4493
2. Chand K. Kejriwal Promoter 1708444 29.9026 69000 1777444* 25.2990
3. Goodluck Electronics Pvt. Ltd. Promoter 61000 1.0677 133000 194000* 2.7613
group
*considering full conversion of warrants to be issued.
(B) Public: (Equity
Shares)
India Emerging Giants Fund Limited FPI 0 0.0000 52000 52000 0.7401
Vikasa India EIF I Fund- Emerging FPI 0 0.0000 42000 0.5978
Giants Funds 42000
Vikasa India EIF I Fund FPI 0 0.0000 62500 62500 0.8896
Monika Garware Individual 0 0.0000 105000 105000 1.4945
Body 0 0.0000 42000 42000 0.5978
4R Investments Pvt. Ltd. Corporate
Sudhir Shivji Bheda Individual 2000 0.0350 32000 34000 0.4839
Kirti Rungta Individual 0 0.0000 10500 10500 0.1495
Neyhaa Akshay Chhabra Individual 0 0.0000 20800 20800 0.2961
Maya Mulesh Savla Individual 50 0.0009 21000 21050 0.2996
Ekta Agarwal Individual 0 0.0000 21000 21000 0.2989
Bakula Mamania Individual 0 0.0000 5250 5250 0.0747
Kantilal Chanabhai Gosar Individual 0 0.0000 10500 10500 0.1495
Vijesh Chandrakant Shah Individual 0 0.0000 5250 5250 0.0747
Amit Cheda Individual 0 0.0000 10500 10500 0.1495
Arun Gogri HUF HUF 0 0.0000 5250 5250 0.0747
Ashish P Savla Individual 0 0.0000 5250 5250 0.0747
Jayantilal Khimji Nandu Individual 0 0.0000 5250 5250 0.0747
Laxmichand Lalji Chheda Individual 0 0.0000 5250 5250 0.0747
Nirmal Shah Individual 0 0.0000 5250 5250 0.0747
Ritesh Kumar Jain Individual 0 0.0000 5250 5250 0.0747
Seema Dilip Vora Individual 0 0.0000 62500 62500 0.8896
Shobha Deepak Gada Individual 0 0.0000 5250 5250 0.0747
Tushar Khimji Gada HUF HUF 0 0.0000 5250 5250 0.0747

Reg. Office: 401, 4th Floor, Gladdiola, Hanuman Road,


Tel: (+91) (22) 3501 6400 / 2611 4452
Vile Parle (East), Mumbai – 400057, Maharashtra. India. CIN: L51900MH1971PLC015141
Website: www.remsons.com Email: [email protected]
Deepti Jatin Faria Individual 0 0.0000 5250 5250 0.0747
Kesarben Mulchand Sangoi Individual 0 0.0000 5250 5250 0.0747
Hirav Pramod Patel Individual 0 0.0000 5250 5250 0.0747
Srinivasa Murthy Individual 0 0.0000 5250 5250 0.0747
Hely Dhiren Haria Individual 500 0.0088 5250 5750 0.0818
Jignesh Rameshchandra Thaleshwar Individual 0 0.0000 5250 5250 0.0747
Jignesh H Desai HUF HUF 3000 0.0525 41500 44500 0.6334
Rakesh Shantilal Sanghavi Individual 0 0.0000 16000 16000 0.2277
Chetan Dhirajlal Bhayani Individual 0 0.0000 73000 73000 1.0390
Chintan Chetan Bhayani Individual 0 0.0000 73000 73000 1.0390
Somanth Raghunath Mahale Individual 0 0.0000 20900 20900 0.2975
Jyotsna Sanjay Chaudhari Individual 0 0.0000 12500 12500 0.1779
Sanjay Dattaram Chaudhari Individual 0 0.0000 8300 8300 0.1181
Shardhna Sukumaran Individual 500 0.0088 50000 50500 0.7188
Dharmendra Manjibhai Patel Individual 0 0.0000 20800 20800 0.2961
Kalpesh Patel Individual 0 0.0000 20800 20800 0.2961
Kulin Shantilal Shah Individual 0 0.0000 41500 41500 0.5907
Juhi Shreyans Shah Individual 0 0.0000 20800 20800 0.2961
Girish Anil Arondekar Individual 0 0.0000 5200 5200 0.0740
Siddhi Prashant Savarkar Individual 0 0.0000 5200 5200 0.0740
Pramod Sahadeorao Uke Individual 0 0.0000 5200 5200 0.0740
Ramesh Mangalchand Parekh Individual 0 0.0000 10400 10400 0.1480
Juhi Tejabhai Shah Individual 0 0.0000 5200 5200 0.0740
Kajal Nikunj Thakkar Individual 0 0.0000 20800 20800 0.2961
Anurag Agarwal Individual 0 0.0000 15000 15000 0.2135

Reg. Office: 401, 4th Floor, Gladdiola, Hanuman Road,


Tel: (+91) (22) 3501 6400 / 2611 4452
Vile Parle (East), Mumbai – 400057, Maharashtra. India. CIN: L51900MH1971PLC015141
Website: www.remsons.com Email: [email protected]
Annexure – 2

Sr. Particulars Details


No.

1. Name(s) of parties with whom the Aircom Group AG


agreement is entered

2. Purpose of entering into the agreement The Agreement has been entered for incorporating a
Joint Venture Company (JVC) in terms of the provisions
of the Companies Act, 2013. JVC shall be a special
purpose vehicle to carry on business of manufacturing
and selling of tyre puncture kits and its components for
automobiles.

3. Shareholding, if any, in the entity with Nil


whom the agreement is executed

4. Significant terms of the agreement (in Both the parties shall have right to appoint, remove
brief) special rights like right to appoint and replace directors.
directors, first right to share
subscription in case of issuance of
shares, right to restrict any change in
capital structure etc.

5. Whether, the said parties are related to No


promoter / promoter group / group
companies in any manner.

If yes, nature of relationship

6. Whether the transaction would fall No


within related party transactions?

If yes, whether the same is done at


“arms’ length”

7. In case of issuance of shares to the Issuance of total 2,00,000 Equity Shares of Rs. 10/- each
parties, details of issue price, class of of Joint Venture SPV - 52,000 Equity Shares of Rs. 10/-
shares issued each to Remsons Industries Limited and 1,48,000
Equity Shares of Rs. 10/- each to Aircom Group AG.

8. Any other disclosures related to such As stated in Point No. 4


agreements, viz., details of nominee on
the board of directors of the listed
entity, potential conflict of interest
arising out of such agreements, etc.

Reg. Office: 401, 4th Floor, Gladdiola, Hanuman Road,


Tel: (+91) (22) 3501 6400 / 2611 4452
Vile Parle (East), Mumbai – 400057, Maharashtra. India. CIN: L51900MH1971PLC015141
Website: www.remsons.com Email: [email protected]
9. In case of termination or amendment of
agreement, listed entity shall disclose
additional details to the stock
exchange(s): a) name of parties to the
agreement;

b) nature of the agreement; Not Applicable

c) date of execution of the agreement;

d) details of amendment and impact


thereof or reasons of termination and
impact thereof.

Reg. Office: 401, 4th Floor, Gladdiola, Hanuman Road,


Tel: (+91) (22) 3501 6400 / 2611 4452
Vile Parle (East), Mumbai – 400057, Maharashtra. India. CIN: L51900MH1971PLC015141
Website: www.remsons.com Email: [email protected]

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