Ref. No: HSCL / Stock-Ex/2022-23/19
Date: 09/07/2022
E-mail:monika@himadri.com | |
Ref : Listing Code: 500184 | Ref: Listing Code: HSCL |
BSE Limited | National Stock Exchange of India Ltd |
Department of Corporate Services | Exchange Plaza, C-1,Block-G |
P. J. Towers, 25th Floor, | Bandra Kurla Complex, |
Dalal Street, | Bandra (E) |
Mumbai- 400 001 | Mumbai- 400 051 |
Sub: Intimation under Regulation 30 of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015- Intimation of Family Settlement Agreement (FSA)
Dear Sir/ Madam,
Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), this to inform you that in the Board Meeting held on July 8, 2022, it was informed to the Board members that the Promoters of the Company have inter-se entered into a Family Settlement Agreement ("FSA") by virtue of which BLC Family (as defined below) have:
- ceased to hold any right in the management and/or control in the Company;
- have also submitted request / application under Regulation 31A of SEBI Listing Regulations to re-classify themselves from promoter and promoter group to public category; and
The relevant details, as informed to the Board with respect to the said FSA are as under:
Name(s) of parties with whom the agreement is | The FSA has been entered into between the SSC |
entered; | Family and BLC Family. |
∙ SSC Family comprises of Mr. Shyam | |
Sundar Choudhary, Mr. Anurag Choudhary | |
and Mr. Amit Choudhary | |
∙ BLC Family comprises of Mr. Bankey Lal | |
Choudhary, Mr. Vijay Kumar Choudhary | |
and Mr. Tushar Choudhary | |
Purpose of entering into the agreement | This Family settlement, has been entered to, inter |
alia, amicably settle all past issues between them for | |
the long term peace and harmony. | |
Shareholding, if any, in the entity with whom | The FSA has been entered into between two |
the agreement is executed | families and the Company is not a party to it. |
Significant terms of the agreement (in brief) | Pursuant to the FSA, the BLC Family ceases to hold |
special rights like right to appoint directors, | any right in the management and/or control in the |
KAMLESH
KUMAR AGARWAL
Digitally signed by KAMLESH KUMAR AGARWAL DN: c=IN, o=HIMADRI SPECIALITY CHEMICAL LTD, ou=CHIEF FINANCIAL OFFICER, 2.5.4.20=8fc389b17b836362f88087685910284bdee3b6c5 f51eeafdc9828257f0869e78, postalCode=700001, st=West Bengal, serialNumber=984a65b9994f6efeddb7c74fc8f22d869e1c e3c085689b052dc0a1d98cfe1ed5, cn=KAMLESH KUMAR AGARWAL
Date: 2022.07.09 01:26:43 +05'30'
first right to share subscription in case of | Company and have also submitted request/ |
issuance of shares, right to restrict any change | application under Regulation 31A of SEBI Listing |
in capital structure etc | Regulations to re-classify themselves from promoter |
and promoter group to public category. Pursuant to | |
the realignment, the SSC Family led by Mr Anurag | |
Choudhary as its Managing Director and CEO will | |
continue to manage and control the Company. | |
Whether, the said parties are related to | Yes, the parties to the FSA consists of the promoter/ |
promoter/promoter group/ group companies in | promoter group and their immediate relatives. |
any manner. If yes, nature of relationship | SSC Family continues to be part of the promoter / |
promoter group. BLC Family ceases to hold any | |
right in the management and/or control in the | |
Company and have also submitted request / | |
application under Regulation 31A of SEBI Listing | |
Regulations to re-classify themselves from promoter | |
and promoter group to public category. | |
Whether the transaction would fall within | The FSA has been entered into between the two |
related party transactions? If yes, whether the | promoter groups viz. SSC Family and the BLC |
same is done at "arms length"; | Family. The Company is not a party to it save to the |
extent of the non compete agreement which has | |
been entered into on an arms length basis. | |
In case of issuance of shares to the parties, | No shares are being issued pursuant to the FSA. |
details of issue price, class of shares issued; | Accordingly, this clause is not applicable. |
Any other disclosures related to such | Not Applicable |
agreements, viz., details of nominee on the | |
board of directors of the listed entity, potential | |
conflict of interest arising out of such | |
agreements, etc; | |
In case of termination or amendment of | Not Applicable |
agreement, listed entity shall disclose | |
additional details to the stock exchange(s): | |
a) name of parties to the agreement; | |
b) nature of the agreement; | |
c) date of execution of the agreement; | |
d) details of amendment and impact thereof or | |
reasons of termination and impact thereof. |
This is for your information and taking on record.
Thanking you,
Yours faithfully, For Himadri Speciality Chemical Ltd
KAMLESH
KUMAR AGARWAL
Digitally signed by KAMLESH KUMAR AGARWAL DN: c=IN, o=HIMADRI SPECIALITY CHEMICAL LTD, ou=CHIEF FINANCIAL OFFICER, 2.5.4.20=8fc389b17b836362f88087685910284bd ee3b6c5f51eeafdc9828257f0869e78, postalCode=700001, st=West Bengal, serialNumber=984a65b9994f6efeddb7c74fc8f22d 869e1ce3c085689b052dc0a1d98cfe1ed5, cn=KAMLESH KUMAR AGARWAL
Date: 2022.07.09 02:00:10 +05'30'
Chief Financial Officer
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Himadri Speciality Chemical Ltd. published this content on 09 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 July 2022 22:23:01 UTC.