CORRIGENDUM TO PUBLIC ANNOUNCEMENT
For the attention of the Shareholders of Aakruti Holdings Ltd. (AHL)
(Registered Office –Malhotra House, 3rd Floor, Opp. G.P.O., Fort, Mumbai – 400 009)
In continuation to the Public announcement issued by Aryaman Financial Services Limited, on November 4, 2003, on behalf of M/s. Prism Software Limited (Acquirer) pursuant to Regulation 10 and 12 and other provisions of Chapter III of and in compliance with the Securities & Exchange Board of India Substantial Acquisition of Shares and Takeovers (SAST) Regulations 1997 and subsequent amendments thereto (the "Regulations"), the following revisions /additions as given herein under have been made :
1. Point 1(a) under the head “The Offer” may be read as under:
1. The Offer
a. The details of the Acquirer and PACs is as given below :
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Name
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Relation with the Acquirer
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No. of Shares of Target Company held
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Address
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*Networth as on 21.10.2003
(Rs. in lacs)
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M/s. Prism Software Limited (Acquirer)
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(Acquirer)
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1,13,514
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Akhalwaya Building, 1st Floor, 42/44, Agiary Lane, Bazargate Street, Fort, Mumbai-1.
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74.15
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PACs
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Mr. Pradeep H. Kothari
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-
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Nilesh Apartments, Near Agrasen Bhawan, Ramnagar, Nagpur – 10
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49.83
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Mr. Abhijit H. Kothari
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-
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---------do---
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15.00
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Ms. Sarita P. Kothari
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-
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----------do-----
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7.00
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Mr. Harakchand T. Kothari
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-
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----------do-----
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24.40
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* As certified by M/s.P. B.Tikait & Co.-Chartered Accountants, (membership no. of Mr. P.B.Tikait is 37998), having their office at 605-B, Lokmat Bhavan, Pt. J. Nehru Marg, Nagpur 440 012. Tel: (O) 2526251
The Acquirer do not belong to any group.
2. Point No 2 under the head “Information about the Acquirer” the following shall be read as under
Information about the Acquirer including PACs
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Information about Acquirer:
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Information about PACs:
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d. The total Income of the Company for the year ended 31st March, 2003 was Rs. 60.50 lakhs with a net profit (after tax) of Rs. 26.74 lakhs. The net-worth of the company was Rs. 73.44 lakhs. The book value per share as on March 31st 2003 was Rs.16.30. The earnings per share is Rs. 5.94 and return on networth being 36.44%.
e. The total Income of the Company as on 30.09.2003 was Rs. 36.83 lacs with a net profit (after tax) of Rs. 23.18 lacs.
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I. Mr. Pradeep H. Kothari
Mr. Pradeep H. Kothari is B.E (Electronics). He has more than 12 years of experience in the Information Technology industry.
II. Mr. Abhijit H. Kothari
Mr. Abhijit H. Kothari is B.E. (Electronics). He has 6 years experience in the Information Technology industry.
III. Ms. Sarita P Kotharib
She is M. Sc. Ph. D. (Zoology) and has done research work in the field of silk worms and is also having management experience in Prism Software.
IV. Mr. Harakchand T. Kothari
Mr. Harakchand T. Kothari is a BSC in Agriculture. He is having management experience in Prism.
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The names, address and relationship of the Acquirers and PACs are given in the table above under the head ‘The Offer’ on point no. a.
3. Under the head “Other Terms of the Offer” the following shall be read as under:
a. The Letter of Offer together with the Form of Acceptance cum Acknowledgement will be mailed to the shareholders of AHL (except the Acquirer, and parties to the Shares Purchase Agreement) whose names appear on the Register of Members of AHL as on 3/12/2003 i.e. the Specified date.
d. In case of non-receipt of the Letter of Offer or in case of owners of shares who have sent them for transfer, eligible persons may send their acceptance to the Manager to the Offer on plain paper stating the Name, Address, No. of shares held, Distinctive Nos., Folio No., No. of shares offered, along with Original Share Certificate(s), valid transfer deed(s) and a copy of the contract note issued by the broker through whom they acquired their shares documents as mentioned above, so as to reach at the above addresses on or before the close of the Offer, i.e. 31-1-2004.
k. In accordance with Regulation 22(5)(A) of the Takeover Regulations, shareholders who have tendered the requisite documents in terms of Public Announcement and Letter of Offer shall have option to withdraw acceptances tendered up to 3 working days prior to the Offer Closing Date. The withdrawal option can be exercised by submitting the Form of withdrawal (separately enclosed with the Letter of Offer) and the copy of the acknowledgement received from the Manager to the offer while tendering the acceptance together with the following details:
Name, address, distinctive numbers, folio nos., number of shares tendered / withdrawn.
In case of non receipt of the form of withdrawal, the withdrawal option can be exercised by making an application on plain paper along with details mentioned above.
l. Under the Schedule of Activities pertaining to the Offer the following change has been made.
ACTIVITY
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DAY & DATE
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Last date for a Competitive Bid
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Tuesday, 25/11/2003
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4. Under Point No. 8 under the head “General”, the following shall read as under:
- The Acquirer (including PACs), Sellers and the Target Company have not been prohibited by SEBI from dealing in securities in terms of directions issued u/s. 11 B of SEBI Act.
- Mr. Pradeep H. Kothari, Mr. Abhijit H. Kothari, Ms. Sarita P. Kothari, Mr. Harakchand T. Kothari jointly and severally accept full responsibility for the information contained in this Public Announcement. Mr. Pradeep H. Kothari, Mr. Abhijit H. Kothari, Ms. Sarita P. Kothari, Mr. Harakchand T. Kothari are responsible for fulfillment of obligation under the Securities & Exchange Board of India Substantial Acquisition of Shares and Takeovers (SAST) Regulations 1997 and subsequent amendments thereto.
This Corrigendum Public Announcement would be available on SEBI's website at www.sebi.com.
Issued by: Manager To The Offer
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On Behalf of:
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Aryaman Financial Services Limited,
208, Maker Chambers V,
2nd Floor,Nariman Point,
Mumbai – 400 021.
Tel.: (022) 22826464,22883134
Fax: (022) 22826467
Email: afsl@vsnl.com Contact Person: Ms. Rupa S. Ghaisas
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M/s. Prism Software Limited
Akhalwaya Building, 1st Floor, 42/44, Agiary Lane, Bazargate Street, Fort, Mumbai- 400 001.
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Place: Mumbai Date: 29.12.2003