Technojet Consultants Limited has made a disclosure to BSE Limited regarding a Share Purchase Agreement (SPA) entered into by its promoters. The company emphasizes that it is not a party to this agreement.

Key Quantitative Figures

  • Number of shares involved: 1,46,293 fully paid-up equity shares
  • Percentage of share capital: 73.15%
  • Total consideration: ₹70,22,064 (Rupees Seventy Lakhs Twenty Two Thousand Sixty Four Only)

Parties Involved

Sellers (Promoter Side):

  • Nowrosjee Wadia and Sons Limited
  • Goodeed Charitable Foundation
  • Varnilam Investments and Trading Company Limited
  • Mr. Ness Nusli Wadia
  • MSIL Investments Private Limited
  • Naperol Investments Limited

Acquirer:

  • Mr. Nimesh Sahadeo Singh (individual)

Relationship with Listed Entity

All sellers are promoters of Technojet Consultants Limited holding 73.15% of the share capital. The acquirer, Mr. Nimesh Sahadeo Singh, is not related to the Target Company in any manner.

Purpose and Significant Terms

The SPA is for the acquisition of substantial shares and control over the Target Company by the Acquirer. Significant terms include:

  • Sellers shall sell and Acquirer shall acquire the shares for cash consideration of ₹70,22,064
  • Transaction is subject to terms set out in the SPA and completion of conditions including successful completion of Open Offer
  • Upon execution of SPA, the Acquirer shall make an Open Offer to public shareholders in accordance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

Impact on Management and Control

Upon successful completion of purchase by the Acquirer:

  • The Acquirer intends to take control of the Target Company and be classified as promoter
  • The Sellers intend to be reclassified as part of the public category of the Target Company in terms of Regulation 31A (10) of SEBI (LODR) Regulations, 2015

Restrictions and Liabilities

The Target Company confirms there is no restriction or liability imposed on it as it is not a party to the SPA.

Related Party Transaction Assessment

The company confirms the transaction would not fall within related party transactions.