Peninsula Land : Intimation to SE Corrigendum 22 05 2024

Date : 22/05/2024
To,
Corporate Relations Department	The Market Operations Department
BSE Limited,	National Stock Exchange of India Limited
1st Floor, New Trading Wing,	Exchange Plaza, 5th Floor,
Rotunda Building, P J Towers,	Plot No C/1, G Block,
Dalal Street, Fort,	Bandra‐Kurla Complex,
Mumbai 400 001.	Bandra (E), Mumbai 400 051.

Ref: Peninsula Land Limited ("Company") (Scrip Code: BSE: 503031, Scrip Symbol

NSE: PENINLAND)

Sub: CORRIGENDUM TO NOTICE OF 01/2024‐25 EXTRA ORDINARY GENERAL MEETING ("EOGM") TO BE HELD ON JUNE 03, 2024

Dear Sir/Madam,

Further to our communication dated May 10, 2024 in relation to the Notice of the Extra‐Ordinary General Meeting of the Company scheduled to be held on Monday, June 03, 2024, at 3.00 PM. IST ("EOGM") through Video Conferencing / Other Audio‐ Visual Means ("EOGM Notice"), we would like to inform that the Company has issued a Corrigendum dated May 22, 2024 to the shareholders of the Company, to provide certain clarifications pursuant to the suggestions/comments received from National Stock Exchange of India Limited in relation to certain paragraphs as mentioned in the Explanatory Statement against Item no. 1.

Except as detailed in the attached Corrigendum, all other items of the EOGM Notice along with Explanatory Statement dated May 8, 2024, shall remain unchanged. Attached Corrigendum will also be available on the Website of the Company www.peninsula.co.in.

Please note that on and from the date hereof, the EOGM Notice dated May 8, 2024 shall always be read collectively with this Corrigendum. This Corrigendum does not materially affect the business/ matters proposed to be considered at the EOGM.

PENINSULA LAND LIMITED	Phone	: [phone]
1401, 14th Floor, Tower-B,	Fax	: [phone]
Peninsula Business Park,	Email	: [e-mail]
Senapati Bapat Marg, Lower Parel,	URL	: www.peninsula.co.in
Mumbai - 400 013, India.	CIN	: L17120MH1871PLC000005

Kindly take note of the foregoing.

For Peninsula Land Limited

MUKESH KUMAR GUPTA

Digitally signed by MUKESH KUMAR GUPTA Date: 2024.05.22 18:03:17 +05'30'

Mukesh Gupta

Company Secretary

Membership No. FCS 6959

Enclosed as Above.

PENINSULA LAND LIMITED	Phone	: [phone]
1401, 14th Floor, Tower-B,	Fax	: [phone]
Peninsula Business Park,	Email	: [e-mail]
Senapati Bapat Marg, Lower Parel,	URL	: www.peninsula.co.in
Mumbai - 400 013, India.	CIN	: L17120MH1871PLC000005

CORRIGENDUM TO NOTICE OF 01/2024-25 EXTRA ORDINARY GENERAL MEETING

This Corrigendum is being issued in continuation of Notice of 01/2024-25 Extra Ordinary General Meeting (EOGM) scheduled to be held on Monday, June 03, 2024 at 3.00 PM. IST through Video Conferencing ("VC") / Other Audio-Visual Means ("OAVM"). The notice of EOGM ("EOGM Notice") was dispatched to the shareholders of the Company on May 10, 2024 electronically, in due compliance with the provisions of the Companies Act, 2013, as amended, and the rules made thereunder (the "Companies Act"), read with circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India ("SEBI"), to transact the business stated therein.

This Corrigendum to the EOGM Notice ("Corrigendum") is issued in respect of the following paragraphs under "Item No. 1" of the Explanatory Statement to the EOGM Notice, to provide certain clarifications pursuant to the suggestions / comments received from National Stock Exchange of India Limited:

1. Corrigendum No 1: in relation to serial Nos 1, 9 and 13 of paragraph 3 under Item No.1 of Explanatory Statement, the disclosures should be read as under:

Sr No.

Requirement

Nature of Corrigendum

• Objects of the issue The Company is proposing to enter into a strategic partnership with Delta Corp Limited and Alpha Alternatives Fund Advisors LLP and its affiliates (including Arsenio Strategies Private Limited) and any funds managed by Alpha Alternatives Fund Advisors LLP, to jointly set up a real estate platform ("RE Platform").

As part of this transaction, the RE Platform is proposed to be funded (in one or more tranches) with an aggregate amount of up to Rs. 765 crore, out of which the Company proposes to contribute (in one or more tranches) up to an aggregate of Rs. 225 crore.

The aggregate amount intended to be raised, i.e. Rs. 149,99,99,968/- (Rupees One Hundred and Forty Nine Crore Ninety Nine Lakh Ninety Nine Thousand Nine Hundred and Sixty Eight only), is proposed to be deployed in the RE Platform as a part of the committed contribution, in one or more tranches, tentatively within a period of 3 years.

Funds received against Tranche A OCDs (i.e. INR 1,12,49,99,976 (Rupees One Hundred Twelve Crore Forty- Nine Lakh Ninety-NineThousand Nine Hundred Seventy- Six)) are proposed to be deployed in non-equity

PENINSULA LAND LIMITED	Phone	: [phone]
1401, 14th Floor, Tower-B,	Fax	: [phone]
Peninsula Business Park,	Email	: [e-mail]
Senapati Bapat Marg, Lower Parel,	URL	: www.peninsula.co.in
Mumbai - 400 013, India.	CIN	: L17120MH1871PLC000005

• The names of the proposed investor and the percentage of post preferential offer capital that may be held by them

13 The pre-issue and post-issue shareholding pattern of the company

contribution to or any other securities of the Real Estate Platform, as agreed between the Company and the Proposed Investor, until the Company is required to make its committed contributions to the Real Estate Platform.

Funds received against Tranche B OCDs (i.e. INR 37,49,99,992 (Rupees Thirty-Seven Crore Forty-Nine Lakh Ninety-Nine Thousand Nine Hundred Ninety- Two)) shall be deployed in bank deposits and/or liquid instruments until the Company is required to make its committed contributions to the Real Estate Platform.

The following Note 3 is inserted below Note 2:

3. The Post Preferential Offer % of capital to be held by the Proposed Investor after conversion of proposed issue of 2,65,48,672 Unlisted Unrated Unsecured Optionally Convertible Debentures ("OCDs") and, Equity warrants and Compulsory Convertible Debenture (CCDs) as mentioned in Note 1 and Note 2 above, on a fully diluted basis, will be 7.41%

Annexure A as mentioned in EOGM Notice is replaced with revised Annexure A as enclosed herewith in respect of the pre- issue and post-issue shareholding pattern of the Company on fully diluted basis (after considering conversion of warrants & CCDs already allotted and outstanding).

1. Corrigendum No 2: in relation to paragraph 17(a) under Item No.1 of Explanatory Statement, the disclosures should be read as under:

"The Company and none of the Promoters of the Company or the members of the Promoter Group of the Company or directors of the Company are a fugitive economic offender or a wilful defaulter or a fraudulent borrower."

Note: All references in the EOGM Notice to the disclosures referenced hereinabove should be read as modified by this Corrigendum.

The Valuation Report dated 8th May 2024, issued by CA Rashmi Shah, Registered Valuer (Securities or Financial Assets) with Registration No.: IBBI/RV/06/2018/10240 along with any revisions or clarifications thereto, pursuant to the advise/instructions of stock exchanges, are available to the Members of the Company for inspection electronically from the date of circulation of this Corrigendum up to the date of the Extra-Ordinary General Meeting. The same is available on the website of the Company at the following link: www.peninsula.co.in.

PENINSULA LAND LIMITED	Phone	: [phone]
1401, 14th Floor, Tower-B,	Fax	: [phone]
Peninsula Business Park,	Email	: [e-mail]
Senapati Bapat Marg, Lower Parel,	URL	: www.peninsula.co.in
Mumbai - 400 013, India.	CIN	: L17120MH1871PLC000005

All other contents of the EOGM Notice save and except as clarified, modified or supplemented by this Corrigendum, shall remain unchanged. Members are requested to take note of the same.

A copy of this Corrigendum and the EGM Notice shall be available on the Company's website, websites of the Stock Exchanges i.e. www.nseindia.com and www.bseindia.com.

For: Peninsula Land Limited

Date: May 22, 2024	Sd/-
Place: Mumbai	Mukesh Gupta
	Company Secretary and Compliance Officer
	Membership No. F6959
Registered Office
1401, Peninsula Business Park,
Tower B, Ganpat Rao Kadam Marg,
Lower Parel Mumbai 400013

PENINSULA LAND LIMITED	Phone	: [phone]
1401, 14th Floor, Tower-B,	Fax	: [phone]
Peninsula Business Park,	Email	: [e-mail]
Senapati Bapat Marg, Lower Parel,	URL	: www.peninsula.co.in
Mumbai - 400 013, India.	CIN	: L17120MH1871PLC000005

The pre -issue and post- issue Shareholding Pattern of the Company on fully diluted basis considering conversion of Equity warrants & 0% unsecured

Compulsorily Convertible Debentures (CCDs) (Annexure- A)

Sr. No.	Category of Shareholders	Pre-Preferential Issue	Preferential	Post-Preferential Issue of OCDs Upon conversion of proposed
			Allotment of	OCDs and 1,53,00,000 Equity
			OCDs	warrants and 77,27,000-
				CCDs- on Fully Diluted basis

No. of Equity Shares

• Promoter and Promoter Group

A1 Indian

1. Individual/ Hindu Undivided Family

Urvi Ashok Piramal	12,03,10,717
Jaydev Mukund Mody	4,18,00,000
Urvi Piramal A	30,92,015
Rajeev Ashok Piramal	9,21,365
Nandan Ashok Piramal	9,21,365
Harshvardhan Ashok Piramal	9,21,365
Kalpana Singhania	30,000

1. Cetral Government /State Government

( c )	Financial Institutions/ Banks
( d)	Any Other (Specify)
	Delta Corp Limited	1,50,48,000
	Miranda Tools Private Limited	1,45,00,000
	Anjali Mody Family Private Limited	13,24,000
	Aditi Mody Family Private Limited	13,24,000
	Aarti Pandit Family Private Limited	13,13,092
	Powerjet Carriers And Transporters Pvt Ltd	66,414
	Sub - Total (A) (1)	20,15,72,333
A2	Foreign

• Individuals (Non-Resident Individuals/ Foreign Individuals

• Government

• Institutions

• Foreign Portfolio Investor

• Any Other (specify)

	SUB TOTAL (A) (2)
Total Shareholding of Promoter and Promoter Group (A) = (A)(1) + (A)(2)	20,15,72,333
2	Public Shareholder
B1	Institutions (Domestic)
(a)	Mutual Funds	4,795

1. Venture Capital Funds
2. Alternate Investment Funds

(d)	Banks	7,13,844
(e)	Insurance Companies	12,00,000

1. Provident Funds/ Pension Funds
2. Asset reconstruction companies
3. Sovereign Wealth Funds
4. NBFCs registered with RBI
5. Other Financial Institutions
6. Bodies Corporate
7. Any Other (specify)

	SUB TOTAL (B)(1)	19,18,639
B2	Institutions (Foreign)

1. Foreign Direct Investment
2. Foreign Venture Capital Investors
3. Sovereign Wealth Funds

(d)	Foreign Portfolio Investors Category I	8,54,895
(e)	Foreign Portfolio Investors Category II	1,24,461
(f)
	Overseas Depositories (holding DRs) (balancing figure)

1. Any Other (specify)

SUB TOTAL (B)(2)

9,79,356

• Central Government / State Government

1. Central Government / President of India
2. State Government / Governor

(c)	Shareholding by Companies or Bodies Corporate where	500
Central / State Government is a promoter
	SUB TOTAL (B)(3)	500

No. of OCDs

• Allotted to Proposed Investor

38.97

13.54

1.00

0.30

0.30

0.30

0.01

4.87

4.70

0.43

0.43

0.43

0.02

65.30

65.30

0.00

0.23

0.39

2,65,48,672

0.62-

-

0.28

0.04

0.32

0.00

0.00

No. of Equity Shares	%	No. of Equity	%
Shares
12,03,10,717	38.97	12,03,10,717	33.58
4,18,00,000	13.54	4,18,00,000	11.67
30,92,015	1.00	30,92,015	0.86
9,21,365	0.30	9,21,365	0.26
9,21,365	0.30	9,21,365	0.26
9,21,365	0.30	9,21,365	0.26
30,000	0.01	30,000	0.01
1,50,48,000	4.87	2,27,75,000	6.36
1,45,00,000	4.70	2,98,00,000	8.32
13,24,000	0.43	13,24,000	0.37
13,24,000	0.43	13,24,000	0.37
13,13,092	0.43	13,13,092	0.37
66,414	0.02	66,414	0.02
20,15,72,333	65.30	22,45,99,333	62.69

20,15,72,333	65.30	22,45,99,333	62.69
4,795	0.00	4,795	0.00
7,13,844	0.23	7,13,844	0.20
12,00,000	0.39	12,00,000	0.33
		2,65,48,672	7.41
19,18,639	0.62	2,84,67,311	7.95
8,54,895	0.28	8,54,895	0.24
1,24,461	0.04	1,24,461	0.03
9,79,356	0.32	9,79,356	0.27
500	0.00	500	0.00
500	0.00	500	0.00

The pre -issue and post- issue Shareholding Pattern of the Company on fully diluted basis considering conversion of Equity warrants & 0% unsecured

Compulsorily Convertible Debentures (CCDs) (Annexure- A)

Sr. No.	Category of Shareholders	Pre-Preferential Issue	Preferential	Post-Preferential Issue of OCDs Upon conversion of proposed
			Allotment of	OCDs and 1,53,00,000 Equity
			OCDs	warrants and 77,27,000-
				CCDs- on Fully Diluted basis

1. Non-institutions

1. Associate companies / Subsidiaries
   Directors and their relatives (excluding independent
2. directors and nominee directors)
3. Key Managerial Personnel
   Relatives of promoters (other than 'immediate relatives' of promoters disclosed under 'Promoter and Promoter
4. Group' category)
   Trusts where any person belonging to 'Promoter and Promoter Group' category is 'trustee', 'beneficiary', or
5. 'author of the trust'

1. Investor Education and Protection Fund (IEPF) Resident Individuals holding nominal share capital up to
2. Rs. 2 lakhs
   Resident Individuals holding nominal share capital in
3. excess of Rs. 2 lakhs
4. Non Resident Indians (NRIs)
5. Foreign Nationals
6. Foreign Companies
7. Bodies Corporate

1. Any Other (specify)

SUB TOTAL (B)(4)

Total Public Shareholding (B) = (B)(1) + (B)(2) + (B)(3)+(B)(4

• Table IV - Statement showing shareholding pattern of the Non Promoter- Non Public shareholder

	Custodian/DR Holder - Name of DR Holders (If
( 1 )	Available)
	Employee Benefit Trust / Employee Welfare Trust under
	SEBI (Share Based Employee Benefits and Sweat Equity)
( 2 )	Regulations, 2021
	Total NonPromoter- Non Public Shareholding
	(C)= (C)(1)+(C)(2)

Total (A+B+C )

No. of Equity Shares

54,99,196

27,55,586

5,88,96,987

2,16,44,907

15,37,697

50

86,74,276

52,21,693

10,42,30,392

10,71,28,887

0.00

30,87,01,220

	No. of OCDs
%	Allotted to	No. of Equity Shares	%	No. of Equity	%
Proposed	Shares
	Investor
1.78		54,99,196	1.78	54,99,196	1.53

0.89		27,55,586	0.89	27,55,586	0.77
19.08		5,88,96,987	19.08	5,88,96,987	16.44
7.01		2,16,44,907	7.01	2,16,44,907	6.04
0.50		15,37,697	0.50	15,37,697	0.43
0.00		50	0.00	50	0.00
2.81		86,74,276	2.81	86,74,276	2.42
1.69		52,21,693	1.69	52,21,693	1.46
33.76		10,42,30,392	33.76	10,42,30,392	29.09
34.70	-	10,71,28,887	34.70	13,36,77,559	37.31

0.00	0.00	0.00	0.00	0.00
100.00	30,87,01,220	100.00	35,82,76,892	100.00