Basis of Allotment

THIS IS ONLY AN ADVERTISMENT FOR INFORMATION PURPOSES AND IS NOT A PROSPECTUS ANNOUNCEMENT AND DOES NOT CONSTITUTE AN INVITATION OR OFFER TO ACQUIRE, PURCHASE OR SUBSCRIBE TO SECURITIESTHIS ANNOUNCEMENT IS NOT INTENDED FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY OUTSIDE INDIA

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SAJ HOTELS LIMITED

(Formerly known as Saj Hotels Private Limited)

Corporate Identification Number: U55101PN1981PLC023814

Saj Hotels Limited was, originally, incorporated as a private limited company under the provisions of the Companies Act, 1956 vide Certificate of Incorporation dated February 4,1981 bearing Corporate Identity no. U55101PN1981PTC023814 issued by Registrar of Companies, Maharashtra at Bombay.:. Subsequently our Company was converted from a private limited company to Public Limited Company pursuant to Special Resolution passed at the Extraordinary General Meeting by the shareholders of the Company on October 5,2023 and the name of our Company was changed to "Saj Hotels Limited' A fresh certificate of incorporation consequent to conversion was issued on November 3,2023 by the Registrar of Companies. Pune bearing Corporate Identity Number U55101PN1981PLC023814.

Registered Office: Saj on the Mountains, Survey number 18. Mahabaleshwar Panchgani Road. Mahabaleshwar, Satara. Maharashtra 412806

Tel No: 022 62875252 / 022 26203434 | Email Id: secretarial@sajresort.in | Website: www.sajresorts.com | Contact Person: Harsha Darshan Mandora, Company Secretary and Compliance Officer

PROMOTERS OF OUR COMPANY ARE: MR. RAHUL MAGANLAL TIMBADIA MR. KARTIK MAGANLAL TIMBADIA AND MR. KARNA KARTIK TIMBADIA

THE ISSUE IS BEING MADE IN ACCORDANCE WITH CHAPTER IX OF THE SEBI ICDR REGULATIONS AND THE EQUITY SHARES ARE PROPOSED TO BE LISTED ON NSE EMERGE

Our company has filed the prospectus dated September 12, 2024 with the ROC. The Equity shares offered through prospectus are proposed to be listed on SME platform of NSE Limited ("NSE Emerge").

The trading is proposed to be commenced on Monday, October 07.2024 (Subject to the receipt of listing and trading approval from NSE Limited).

BASIS OF ALLOTMENT

INITIAL PUBLIC ISSUE OF UPTO 42.50,000 EQUITY SHARES OF FACE VALUE OF ? 10/- EACH OF SAJ HOTELS LIMITED (THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF ? 65/- PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ? 55/- PER EQUITY SHARE (THE "ISSUE PRICE") AG<5GREGATING TO ? 2.762.50 LAKHS ("THE ISSUE"), OF WHICH 2,14,000 EQUITY SHARES OF FACE VALUE OF ? 10/- EACH FOR CASH AT A PRICE OF ? 65/- PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ? 55/- PER EQUITY SHARE AGGREGATING TO ? 139.10 LAKHS WILL BE RESERVED FOR SUBSCRIPTION BY MARKET MAKEI:M TO THE ISSUE (THE "MARKET MAKER RESERVATION PORTION"). THE ISSUE LESS THE MARKET MAKER RESERVATION PORTION I.E. 40,36,000 EQUITY SHARES OF FACE VALUE OF ? 10/- EACH AT A PRICE OF ? 65/- PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF? 55/- PER EQUITY SHARE AGGREGATING TO ? 2,623.40 LAKHS IS HEIEREIN AFTER REFERRED TO AS THE "NET ISSUE". THE ISSUE AND THE NET ISSUE WILL CONSTITUTE 26.36% AND 25.03% RESPECTIVELY OF THE POST ISSUE PAID UP EQUITY SHARE CAPITAL OF OUR COMPANY.

THE FACE VALUE OF THE EQUITY SHARES IS RS 10/ EACH AND THE ISSUE PRICE OF RS. 65/ BEING 6.5 TIMES THE FACE VALUE

 

ISSUE ISSUE OPENED ON SEPTEMBER 27, 2024, FRIDAY
ISSUE CLOSED ON OCTOBER 01, 2024, TUESDAY

 

RISKS TO INVESTORS

The following are the risk factors relating to the issue.

1. Our Company has incurred losses in the one out of the three previous financial years.

2. Our Company has had negative cash flow in the past and may continue to have negative cash flows in the future.

3. Our Company requires significant amount of working capital for a continued growth. Our inability to meet our working capital requirements may have an adverse effect on our results of operations, financial condition and cash flows.

4. Our Company, promoters of the Company, directors of the Company and our group companies are parties to certain litigation and claims. These legal proceedings are pending at different levels of adjudication before the respective courts and regulatory authorities. Any adverse decision may make us or our promoters/directors or group companies liable to liabilities'penalties and may adversely affect our reputation, business, and financial status.

5. A parcel of land on which one of our resort property is constructed (Saj in the Forest. Pench) is taken on leasehold basis under a Joint Venture arrangement. If we are unable to comply with the terms of such arrangement our business, results of operations, financial condition and cash flows may be adversely affected.

6. One of our properties is situated in proximity to the Pench National Park. may be subject to regulatory as well as government restrictions which might adversely affect our business and financial position.

7. Our Company has entered into long-term lease deeds with various third parties to receive lease rentals/ license fee for the resort' restaurant properties. If these agreements are terminated or not renewed, our business, results of operations, financial condition and cash flows may be adversely affected.

8. A portion of our resort bookings originate from online travel agents and intermediaries. In the event such companies continue to gain market share compared to our direct booking channels or our competitors are able to negotiate more favourable terms with such online travel agents and intermediaries, our business and results of operations may be adversely affected.

9. The Merchant Banker associated with the offer has handled only two public issues in past and it was not closed below the issue price on listing date.

10. The average cost of acquisition of Equity Shares by our Promoters is as follows:

Name of the Promoter & Promoter Group Number of Equity Shares of Face Value ? 10/- each held Average Cost of Acquisition per Share (In ?)
Rahul Maganlal Timbadia 9,364,000 2.00
Kartik Maganlal Timbadia 312,000 56.09
Kama Kartik Timbadia 312,000 56.09

11. The weighted average cost of acquisition of all shares transacted in last one year, last eighteen months, and last three years preceding the date of the prospectus is as follows:

Period Weighted Average cost of acquisition (7)
Last 1 year Nil
Last 18 months 8.28
Last 3 year 8.28

Specific attention of the investors is invited to the section titled "Risk Factors " beginning on page number 22 of the Prospectus.

PROPOSED LISTING: MONDAY OCTOBER 07 2024 *

THIS ISSUE WAS MADE IN TERMS OF REGULATION 229(2) OF CHAPTER IX OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018 ("THE SEBI (ICDR) REGULATIONS") AS AMENDED READ WITH RULE 19(2)(B)(I) OF THE Si SECURITIES CONTRACTS (REGULATION) RULES. 1957 AS AMENDED, WHEREIN OFFER WAS FOR AT LEAST 25% OF THE POST - ISSUE PAID UP EQUITY SHARE CAPITAL OF OUR COMPANY. THIS OFFER WAS MADE THROUGH A FIXEO PRICE OFFER AND ALLOCATION IN THE NET OFFER TO THE PUBLIC ARE MADE IN TERMS OF REGULATION 25:'53 OF THE SEBIICDR REGULATIONS. FOR FURTHER DETAILS, PLEASE REFER CHAPTER TITLED ‘ISSUE PROCEDURE1' BEGINNING ON PAGE 300 OF THE PROSPECTUS

The Equity shares ollered through prospectus are proposed to be listed on SME platform of NSE Limited ("NSE Emerge*). Our Company has received in-Principle approval letter dated August 14,2024 from NSE for using its name in this offer document and for listing of our shares on NSE Emerge. For the purpose of the be the NSE Limited (*NSE*). The trading is proposed to be commenced on Monday, October 07,2024 (Subject to the receipt of listing and trading approval from NSE Limited).

All Applicants were allowed to participate in the Issue through APPLICATIONS SUPPORTED BY BLOCKED AMOUNT ("ASBA•) process by providing the details of their respective bank accounts in which the corresponding application amounts were blocked by Self Certified Syndicate Banks (the *SCSBs‘).

‘Subject to the receipt of listing and trading approval from NSE Limited

SUBSCRIPTION DETAILS

The net offer has received 17.991 applications before technical rejections for 3.97.36.000 equity shares resulting in 9.35 times. The details of the applications received in the issue (before technical rejections but after applications not banked) are as follows:

Details of the Applications Received:

Category Before Technical Rejections & Withdrawals After Technical Rejections & Withdrawals
No of Applications No of equity shares No of Applications No of equity shares
Retail Individual Applicant 17138 34308000 8734 17468000
Other than Retail Individual Applicant 852 5214000 652 4288000
Reserved for Market Makers 1 214000 1 214000
Total 17991 39736000 9387 21970000

A. Allocation to Market Maker (After Technical Rejections & Withdrawal): The Basis of Allotment to the Market Maker, at the issue price of Rs. 65,'- per Equity Share, v/as finalised in consultation with NSE. The category was subscribed by 1 times. The total number of shares allotted in this category is 2.14,000 Equity shares. The category wise details of the Basis of Allotment are as under:

No. of Shares Applied for (Category wise) Number of applications received %to total Total No. of Equity Shares applied in this Category % to total Proportionate Shares Available Allocation per Applicant (Before Rounding Off) Allocation per Applicant (After Rounding Off) Ratio of Allottees to Applicant: Ratio 1 Ratio of Allottees to Applicant: Ratio 2 Number of Successful applicants (after rounding off) Total No. of Equity Shares allocated/ allotted
2,14,000 1 100.00 2,14,000 100.00 2,14,000 2,14,000 2,14,000 1 1 1 2,14,000
Total 1 100.00 2.14.000 100.00 2,14.000 1 2,14,000

B. Allocation to Retail Individual Investors (After Technical Rejections & Withdrawal): The Basis of Allotment to the Retail Individual Investors, at the issue price of Rs.65/- per Equity Share, was finalized in consultation with NSE. The category was subscribed by 4 11 times i.e. for 1.74.68.000 Equity Shares. Total number of shares allotted in this category is 3242000 Equity Shares to 1621 successful Allottee. The category wise details of the Basis of Allotment are as under

No. Of Shares Applied for (Category wise) Number of applications received %to total Total No. of Equity Shares applied in this Category % to total Propordonate Shares Available Allocation per Applicant Ratio of Allottees To applicants Number of Successful applicants (after rounding off) %to total Total No. of Equity Shares allocated./ allotted %to total
Before Rounding Off After Rounding Off
(2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14)
2000 8734 100 17468000 100 3240000 2000 2000 18 97 1621 100.00 3242000 100.00
Total 8734 100 17468000 100 3240000 1621 100 3242000 100

C. Allocation to Other than Retail Individual Investors (After Technical Rejections & Withdrawal): The Basis of Allotment to Other than Retail Individual Investors, at the issue price of Rs. 65/- per Equity Share, was finalized in consultation with NSE. The category v/as subscribed by 1.01 times i.e. applications received for 42.88,000 shares & the total number of shares allotted in this category is 794000 Equity Shares to 306 successful Allottee.

No. of Shares Applied tor (Category wise) Number ot applications received %to total Total No. of Equity Shares applied in this Category %to total Proportionate Shares Available Allocation er Applicant Ratio ot Allottees To applicants Number of Successful applicants (after rounding off) %to total Total No. ot Equity Shares allocated/ allotted %to total Surplus/Deficit (13)-(7)
Before Rounding Off Alter Rounding Off
(2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15)
4000 465 71.31 1860000 43.37 345280 2000 2000 13 35 172 56.35 344000 43.57 -1280
6000 96 14.72 576000 13.43 106925 2000 2000 5 9 53 17.26 106000 13.35 -925
8000 32 4.9 256000 5.97 47522 2000 2000 3 4 24 7.81 48000 6.04 478
10000 21 3.22 210000 4.89 38983 2000 2000 8 9 19 6.18 38000 4.78 -983
12000 5 0.76 60000 1.39 11138 2000 2000 1 1 5 1.62 10000 1.25 -1138
12000 1 5 1 0 2000 0 2000
14000 1 0.15 14000 0.32 2599 2000 2000 1 1 1 0.32 2000 0.25 -599
16000 14 2.14 224000 5.22 41582 2000 2000 1 1 14 4.56 28000 3.52 -13582
16000 6 14 6 0 12000 1.25 12000
18000 1 0.15 18000 0.41 3341 4000 4000 1 1 1 0.32 4000 0.5 659
20000 2 0.3 40000 0.93 7425 4000 4000 1 1 2 0.65 8000 1 575
22000 3 0.46 66000 1.53 12252 4000 4000 1 1 3 0.97 12000 1.51 -252
24000 2 0.3 48000 1.11 8910 4000 4000 1 1 2 0.65 8000 1 -910
30000 1 0.15 30000 0.69 5569 6000 6000 1 1 1 0.32 6000 0.75 431
32000 1 0.15 32000 0.74 5940 6000 6000 1 1 1 0.32 6000 0.75 60
42000 1 0.15 42000 0.97 7797 8000 8000 1 1 1 0.32 8000 1 203
48000 1 0.15 48000 1.11 8910 8000 8000 1 1 1 0.32 8000 1 -910
54000 1 0.15 54000 1.25 10024 10000 10000 1 1 1 0.32 10000 1.25 -24
60000 1 0.15 60000 1.39 11138 12000 12000 1 1 1 0.32 12000 1.51 862
62000 1 0.15 62000 1.44 11509 12000 12000 1 1 1 0.32 12000 1.51 491
80000 1 0.15 80000 1.86 14851 14000 14000 1 1 1 0.32 14000 1.76 -851
200000 1 0.15 200000 4.66 37127 38000 38000 1 1 1 0.32 38000 5.03 873
308000 1 0.15 308000 7.18 57175 58000 58000 1 1 1 0.32 58000 7.3 825
Total 652 100 4288000 100 795997 313 100 794000 100 -1997

The Board of Directors of the Company at its meeting held on October 03,2024 & October 04.2024 has approved the Basis of Allocation of Equity Shares as approved by the Designated Stock Exchange viz. NSE and has authorized the corporate action for issue of the Equity Shares to various successful applicants.

The CAN-cum-allotment advices and'or notices has been forwarded to the email id's and address of the Applicants as registered with the depositories / as filled in the application form on or before October 04.2024. Further, the instructions to Self Certified Syndicate Banks for unblocking the amount has been processed on October 04.2024. In case the same is not received within 10 days, investors may contact at the address given below. The Equity Shares allocated to successful applicants are being credited to their beneficiary accounts subject to validation of the account details with the depositories concerned. The Company is taking steps to get the Equity Shares admitted for trading on the Emerge Platform of NSE Limited (NSE Emerge) within three working days from the date of the closure of the issue.

INVESTORS PLEASE NOTE

The details of the allotment made would also be hosted on the website of the Registrar to the Issue SATELLITE CORPORATE SERVICES PRIVATE LIMITED at www.satellitecorporate.com. All future correspondence in this regard may kindly be addressed to the Registrar to the Issue quoting full name of the First-Sole applicants, serial number of the Application Form, number of shares applied for and Bank Branch where the application had been lodged and payment details at the address of the Registrar given below:

REGISTRAR TO THE ISSUE

wpe3.jpg (2378 bytes) SATELLITE CORPORATE SERVICES PRIVATE LIMITED
CIN: U65990MH1994PTC077057
Contact Person: Michael Monteiro
Contact Number: 022-28520461/462
E-mail: service@satellitecorporate.com
Investor Grievance E-Mail: investorsemce@satellitecorporate.com
Website: www.satellitecorporate.com
SEBI Registration No.: INR000003639
Address: A-106/107 Dattani Plaza. East West Indl. Compound Andheri Kurla Road, Sated Pool, Sakinaka, Mumbai, Maharashtra - 400072

LEAD MANAGER

wpe2.jpg (6076 bytes) CORPWIS ADVISORS PRIVATE LIMITED
CIN: U74900MH2014PTC322723
Contact Person: Mr. Vishal Kumar Garg
Telephone: +91 -22-4972 9990
Email: ipo@corpvris.com
Investors Grievance Email Id: investors@corpwis.com
Website: www.corpwis.com
SEBI Regn. No.: INM000012962
Address: G-07, Ground Floor, The Summit Business Park, . Andheri Kurla Road, Andheri East, Mumbai - 400 093

 

FOR SAJ HOTELS LIMITED
ON BEHALF OF THE BOARD OF DIRECTORS
SD/-
KARNA KARTIK TIMBADIA
Date: October 04, 2024 DIN:01753308
Place: Mumbai MANAGING DIRECTOR

THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARE ON LISTING OR THE BUSINESS PROSPECTS OF SAJ HOTELS LIMITED.

The Prospectus is available on the website of SEBI at www.sebi.gov.in; the website of Stock Exchange at mvw.nseindia.com. the website of Lead Managerat www.corpwis.com and the website of the Issuer Company at www.sajresorts.com. Investor should note that investment in equity shares involves a high degree of risk and for details relating to such risk, please see the section titled "Risk Factors" beginning on the page no 22 of the Prospectus.

The Equity Shares have not been and will not be registered underthe U.S. Securities Act of 1933, as amended (the "U.S. Securities Act*), and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to. the registration requirements of the Securities Act and applicable state securities laws. Accordingly, the Equity Shares are being offered and sold only (i) to persons in the United States that are 'qualified institutional buyers' (as defined in Rule 144A underthe U.S. Securities Act) in transactions exempt from or not subject to the registration requirements of the U.S. Securities Act in reliance on Rule 144A, and (ii) outside the United States in "offshore transactions" (as defined in Regulations) in reliance on Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur.

Note; All capitalized terms used and not defined herein shall have same meanings assigned to them in the Prospectus.

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