The Hindu Business Line : Non-promoter co acquires 15% in Duncans Ind

A NON-PROMOTER private company called Antriksh Vyapaar Pvt Ltd has acquired 15 per cent stake in the GP Goenka-controlled Duncans Industries Ltd, the flagship of the Duncans-Goenka group.

The mode of acquisition is by way of invocation of shares pledged by a couple of promoting companies of Duncans.

The acquisition is significant because it automatically triggers the SEBI takeover regulations, and under the norms, Antriksh will have to make an open offer for an additional 20 per cent stake in Duncans.

This will catapult Antrix into the position of second major stakeholder in Duncans after the promoters.

If the stipulated open offer is successful, Antriksh's holding could go up 35 per cent of the company's paid-up capital, which in turn would be more than enough to determine the fate of any special resolution.

Mr Goenka, who spoke to Business Line from Mumbai today, said: "As a promoter I am not bothered by the development simply because the combined holdings of the promoters in Duncans are substantial."

As on September 30, 2004 the total holding of the promoters was 78.96 per cent.

Among the promoter outfits that held stake in Duncans were ISG Traders and Sewand Investments. Mr Goenka confirmed that both these firms were controlled by him.

Interestingly, Antriksh's name did not figure in the list of stakeholders at the end of September 2004, while LIC was shown to hold 2.53 per cent and Angsana (Mauritius) Investments, an FII, 9.39 per cent.

However, according to a disclosure made by Sewand Investments to the stock exchanges on January 12, 2005 its shareholding along with persons acting in concert after the invocation of pledge by Antriksh stands at round 67.34 per cent.

Duncans Industries, on the other hand, informed the stock exchanges on the same day that Antriksh was holding 11.62 per cent stake in Duncans.

Earlier, on December 31, 2004 Duncans had informed the stock exchanges that Antriksh held 3.66 per cent stake in Duncans.

The piecemeal disclosures add up to a current holding of Antriksh at 15.28 per cent in Duncans Industries.

Mr Goenka clarified that the shares now held by Antriksh "could be of the lots that I had pledged about four years ago. We had not originally pledged the shares with Antriksh but some other companies, which may have transferred the rights to Antriksh."

This, perhaps, explains the disclosure by Antriksh on January 3, 2005 which states: "61,81,895 equity shares of Rs 10 each of Duncans Industries Ltd, carrying approximately 11.62 per cent of the voting rights, have been pledged in favour of Antriksh Vyapaar Private Ltd on October 15, 2004 by Portland Holdings Pvt Ltd, Dial Investments Ltd, Silent Valley Investments Ltd and Golconda Investments Ltd."

None of these companies appears on the stakeholders' list of Duncans as on September 30, 2004.

The Duncan Industries stock closed at Rs 27 on the NSE on Monday with 1.63 lakh shares being traded. Of the traded shares, about 50 per cent were up for delivery.

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