Solara Active Pharma Sciences : Disclosure under SEBI Takeover Regulations

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

1. Acquirer(s) and PACs (other than sellers)(*)

(i) Devicam Capital LLP	16,53,045	4.59	23,53,045	6.54

1. 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:

1. 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).
2. 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