CHANGE IN MANAGEMENT AND CONTROL

On 30th March, 2021 the existing promoters of the Company enter into a Share Purchase Agreement (“ SPA”) with Lebnitze Real Estates Private Limited (“ Lebnitze”) to sell their entire shareholding representing 59.69% of the equity share capital of the Company. Lebnitze has thereafter made an open offer vide Letter of Offer dated 16th July, 2021 for acquisition of up to 26,00,000 (twenty six lakh) fully paid up equity shares having face value of Rs.10/- each representing 26% of the voting share capital of the Company at a price of Rs 200/- per equity share from the public shareholders in accordance with SEBI (Substantial Acquisition of Shares and Takeovers Regulations) 2011.

Upon completion of Open Offer period on 10th August, 2021, Lebnitze has further acquired 22,92,079 Equity Shares representing 22.92% of paid up share capital of the Company and its total holding post Open Offer increased to 82.61%.

All the necessary compliances under Companies Act, 2013 and SEBI Regulations, Reserve Bank of India, guidelines, and other statutory approvals in relation to the acquisition of controlling stake by Lebnitze were completed on 23rd August, 2021

Consequently, Dr. Ajit Khandelwal, Mr. Sanjeev Kumar Khandelwal and Mr. Ankit Khandelwal resigned from the Board of the Company on 23rd August, 2021 and new directors Mr. Sunil Bhandari, Mr. Harish Toshniwal, and Mr. Sunil Kumar Sanganeria were appointed on the same date as contemplated in SPA.