Yaari Digital Integrated Services Ltd

Yaari Digital Integrated Services Ltd

Indiabulls Integrated Services Limited (formerly known as Indiabulls Wholesale Services Ltd) was incorporated in India on July 24 2007 as a public limited company with the main objects of carrying on the business of real estate projects on land situated in Ahmedabad (Gujarat) and Hyderabad (Andhra Pradesh). The Company is engaged in the business of real estate development construction & advisory services rendering management and maintenance services equipment renting services dealing in all types of buildings & infrastructure products maintenance of the farm house aviation services and trade in all kinds of sculptures painting and graphics financing and other related activities. The company was established as a wholly owned subsidiary of Indiabulls Real Estate Ltd. In August 8 2007 they obtained the Certificate of Commencement of Business.In February 1 2010 the company altered the Main Objects Clause of Memorandum of Association of the Company to expand their business activity of wholesale trading. In March 2011 as per the Scheme of Arrangement the wholesale trading business undertakings of Indiabulls Real Estate Ltd was transferred to the company with effect from April 01 2010. The company is trying to establish its foothold in this segment. The company is intending to sell various industrial/ consumer products and commodities to retailers small manufacturers & local shops. The company is also in the process of identifying the suitable locations & business opportunities in cash & carry format. The proposed stores would be one stop shop pertaining to consumer durables & other general merchandise items industrial/ consumer products and commodities etc.With effect from 18 July 2014 Mr. Rajiv Rattan Yantra Energetics Private Limited Spire Constructions Private Limited Laurel Energetics Private Limited Nettle Constructions Private Limited Antheia Infrastructure Private Limited Antheia Properties Private Limited Mr. Saurabh Kumar Mittal Gragerious Projects Private Limited Punarvasu Builders and Developers Private Limited Ceres Trading Services Private Limited Daisy Projects Private Limited Lucerne Trading Services Private Limited Cleta Infrastructure Private Limited and Cleta Constructions Private Limited have ceased to be the Promoters/Promoter Group/PACs with the promoters of the Company.Pursuant to issuance of fresh Certificate of Incorporation dated March 27 2017 by the Registrar of Companies NCT of Delhi & Haryana the name of the Company stands changed from Indiabulls Wholesale Services Limited' to SORIL Holdings and Ventures Limited' with effect from the Said Date.The shareholders of the Company on August 20 2018 approved the shifting of registered office of the Company to its Corporate and Head Office situated at Gurugram in the State of Haryana which is pending for applicable regulatory approvals. The proposed shifting of registered office would result in effective and smooth conduct of the Company's operations and would also enable Company Management to monitor its businesses more economically viably and efficiently at reduced cost with better administrative control supervision and convenience and also facilitate enlarging its business operations.The Promoters of the Company have contributed Rs 329.34 crores in the Company by subscribing to and exercising convertible warrants issued in accordance with the members' approval dated December 16 2017 and applicable SEBI regulations. Further certain foreign investors as a reflection of their confidence in the proposed businesses of the Company have during the FY 2018-19 invested an aggregate of Rs 702.78 crores towards the preferential issue of equity shares of the Company allotted to them in accordance with the members' approval(s) dated May 22 2018 and June 11 2018 and applicable SEBI regulations.During FY 2018-19 the Board of Directors of the Company approved the composite Scheme of Arrangement amongst the Company its direct and indirect subsidiaries (viz SORIL Infra Resources Ltd Albasta Wholesale Services Ltd Sentia Properties Limited Lucina Infrastructure Ltd Ashva Stud and Agricultural Farms Ltd Mahabala Infracon Pvt Ltd Store One Infra Resources Ltd Indiabulls Enterprises Ltd and Indiabulls Pharmacare Ltd) and Indiabulls Pharmaceuticals Ltd and their respective shareholders and creditors. Pursuant to Scheme the shareholders of Company will get extra shares of Indiabulls Enterprises Ltd free of any cost in lieu of their shareholding in the Company. The Scheme is subject to all applicable statutory and regulatory approvals including approvals from stock exchanges SEBI shareholders and creditors of the company involved in Scheme and jurisdictional bench of NCLT. The Company has already filed Scheme with National Stock Exchange of India Ltd and BSE Ltd for seeking there & SEBI's NOC to the Scheme which is awaited.During the FY 2018-19 posts seeking all applicable regulatory approvals the registered office of Company were shifted from National Capital Territory of Delhi to the State of Haryana and w.e.f. January 15 2019 situated at its corporate office at Plot No. 448-451 Udyog Vihar Phase-V Gurgaon-122016 Haryana which is providing effective and smooth conduct of the Company's operations economically viably and efficiently at reduced cost with better administrative control supervision and convenience.During the FY 2018-19 the Company pursuant to and in terms of Chapter VII of the SEBI (Issue of Capital and Disclosure Requirements) Regulations 2009 issued and allotted an aggregate 34507076 fully paid equity shares of face value of Rs 2 each as per following details:i) On May 28 2018 an aggregate of 17500000 Equity Shares were allotted out of which 10000000 Equity Shares were allotted at an issue price of Rs 330 (including a premium of Rs 328) per Equity Share to certain foreign portfolio investors registered with the SEBI pursuant to and in terms of shareholders' approval dated May 22 2018 and 7500000 equity shares were allotted at a conversion price of Rs 132 (including a premium of Rs 130) per Equity Share to certain Promoter Group Entities of the Company upon exercise/conversion of equivalent number of warrants which were allotted to them pursuant to and in terms of shareholders' approval dated December 16 2017; and ii) On June 25 2018 an aggregate of 17007076 Equity Shares were allotted out of which 7007076 Equity Shares were allotted at an issue price of Rs 532 (including a premium of Rs 530) per Equity Share to certain foreign investors pursuant to and in terms of shareholders' approval dated June 11 2018 and 10000000 Equity Shares were allotted at a conversion price of Rs 132 (including a premium of Rs 130) per Equity Share to certain Promoter Group Entities of the Company upon exercise/conversion of equivalent number of warrants which were allotted to them pursuant to and in terms of shareholders' approval dated December 16 2017. On March 28 2019 the entire outstanding 2517700 Redeemable Non-Convertible Preference Shares of the Company were redeemed.Further in order to not alter capital structure of Company ahead of the on-going composite scheme of arrangement amongst the Company its direct and indirect subsidiaries and Indiabulls Pharmaceuticals Limited and their respective shareholders and creditors which was approved by the Board of Directors of the Company on January 29 2019 on which the regulatory approvals are underway and with a view to avoid any delay in implementation of the Scheme which may occur due to change in share capital of Company upon conversion of convertible warrants the warrant-holder promoter entities (namely Powerscreen Media Private Limited Calleis Real Estate Private Limited Calleis Constructions Private Limited and Calleis Properties Private Limited) had decided to forego their rights of conversion of their entire outstanding convertible warrants into equity shares of the Company. With this in accordance with terms of issuance of these warrants the entire outstanding convertible warrants have stood lapsed on June 29 2019 and the aggregate of Rs 44.22 Crore (being 25% upfront money paid by warrant-holders to Company at the time of allotment of these warrants) was forfeited by the Company.During the FY 2018-19 Indiabulls Enterprises Ltd Indiabulls Pharmacare Ltd and Indiabulls Rural Finance Pvt Ltd became direct/ indirect subsidiaries of the Company:During the year ended 31 March 2019 the name of the Company stood changed from 'SORIL Holdings and Ventures Limited'' to 'Indiabulls Integrated Services Limited vide fresh Certificate of Incorporation dated 16 May 2018 issued by Registrar of Companies NCT of Delhi & Haryana.