Solara Active Pharma Sciences : Disclosure under SEBI Takeover Regulations

01 June,2022
To
	Phiroze Jeejeebhoy	Exchange Plaza,
	BSE Limited	National Stock Exchange of India Limited
	Towers, Dalal Street,	Bandra Kurla Complex,
	Mumbai - 400 001	Bandra (E), Mumbai - 400
		051
	Scrip code: 541540	Scrip code: SOLARA
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
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, through an off-market transaction.

Kindly take the same on record.

Thanking you,

Yours faithfully,

JYOTHINAGARAVY ASHA SRIRAMAN RAMAPRASAD

Digitally signed by

JYOTHINAGARAVYASHA

SRIRAMAN RAMAPRASAD

Date: 2022.06.01 18:40:08 +05'30'

Jyothinagaravyasha Sriraman Ramaprasad

Designated Partner

Devicam Capital LLP

Encl.: A/a

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	08 June,2022 or thereafter
	c.	Number of shares to be		15,00,000 shares
		acquired from each person
		mentioned in 4(a) above
	d	%Totalof sharescapitalto be acquiredof the TCas	4.17%
		share
		capital of TC
	e.	proposedPrice at whichto beshares are		NinetyRs. 408.9Paise/- (Rupeesonly) Fourper	Hundredshare aggregatingand Eight Decimalto Rs.
		Acquired					61,33,50,000/- (Rupees Sixty-One Crores Thirty-Three
	f.	Rationale, if any, for the		Lakhs Fifty Thousand Only)
		Inter-se transfer of shares amongst Promoter and Promoter
		proposed transfer			group
5.		Relevant sub-clause of regulation	10(1)(a)(i) 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. 627.89/-
	for a	period	of	60	trading	(Rupees Six Hundred and Twenty-Seven Decimal Eighty-Nine
	days preceding the date of	Paise Only)
	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. theDeclarationhave transferorcompliedby/thewillandacquirer,complytransfereewiththat Applicable- Declaration Attached

applicabledisclosure requirements in Chapter V of the Takeover Regulations, 2011 (corresponding provisions of the repealed Takeover Regulations 1997)

allDeclarationthe conditionsby thespecifiedacquirerunderthat Applicable- Declaration Attached regulation 10(1)(a) with respect

to exemptions has been

duly complied with10.

11.	Shareholding details	transaction	transaction
Before the proposed	After the proposed
				shares/votin	total share	shares/votin	total share
				No. of	% wrt to	No. of	% wrt to
				g rights	capital of	g rights	capital of TC
A	Acquirer(s) and PACs (other		TC
than sellers)(*)
(i)	Devicam Capital LLP	15,15,46	0.42	16,51,546	4.59
	Seller (s)
B	Mr. Arun			31,68,463	8.80		4.63
(i)	Kumar Pillai	16,68,463
(*) Shareholding of each entity may be shown separately	and then collectively in a group. The above
disclosure shall be signed by the acquirer mentioning date & place. In case, there is more than one
acquirer, the report shall be signed either by all the persons or by a person duly authorized to do so
on behalf of all the acquirers.
Signature:
	JYOTHINAGARAVY Digitally signed by
	ASHA SRIRAMAN	JYOTHINAGARAVYASHA
	SRIRAMAN RAMAPRASAD
	RAMAPRASAD	Date: 2022.06.01 18:40:27
	+05'30'

Jyothinagaravyasha Sriraman Ramaprasad

Designated Partner

Devicam Capital LLP

Date: 01 June,2022

Place: Bengaluru

DECLARATION

01 June,2022

We, Devicam Capital LLP (''The LLP'') hereby declare that the acquisition price Rs. 408.90/- (Rupees Four Hundred and Eight Decimal Ninety Paise only) for acquiring 15,00,000 (Fifteen Lakhs) equity shares (through Inter-se Transfer of Shares) of Solara Active Pharma Sciences Limited (''Target Company'') by the LLP is not higher than:

"Frequently traded volume weighted average market price for a period of 60 days preceding the date of issuance of notice as traded on the stock exchange where minimum 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: 2022.06.01 18:40:39 +05'30'

Jyothinagaravyasha Sriraman Ramaprasad

Designated Partner

DPIN: 00173696

DECLARATION

01 June,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 Takeover Regulations, 2011 (corresponding provisions of repealed Takeover Regulations 1997.)

2. Devicam Capital LLP (The Acquirer) has complied with all the conditions specified under Regulation 10(1)(a) with respect to exemptions has been duly complied with.

For Devicam Capital LLP

JYOTHINAGARAV YASHA SRIRAMAN RAMAPRASAD

Digitally signed by

JYOTHINAGARAVYASHA SRIRAMAN RAMAPRASAD Date: 2022.06.01 18:40:49 +05'30'

Jyothinagaravyasha Sriraman Ramaprasad

Designated Partner

DPIN: 00173696