March 13, 2018
To
Financial Conduct Authority
25 N Colonnade
London E14 5HS
United Kingdom
Dear Sir/Ma'am,
Sub: Automatic termination of Global Depositary Receipt ("GDR") program and automatic cancellation of admission to official list of United Kingdom Listing Authority ("UKLA") and cancellation of trading and listing of GDRs on the Professional Securities Market ("PSM") of London Stock Exchange plc ("LSE")
With regard to the captioned matter, and in pursuance thereto, we hereby request you to cancel admission of GDRs to the official list of UKLA and also cancel the trading and listing of GDRs on the PSM of the LSE under LR 5.2.4 of the FCA Handbook, with effect from April 2, 2018 Please find below the information required by LR 5.3.1 of the FCA Handbook:
1. Name and registered office address of the Issuer:
LEEL Electricals Limited (Formerly Lloyd Electric & Engineering Ltd)
CIN: L29120UP1987PLC091016
Registered office address:
Unit No. 8, Block-B, Old District Courts Complex, Industrial Area, Phase-II, Noida , Uttar Pradesh-201305
2. Securities subject to cancellation of listing and trading:
The GDRs are Regulation S GDRs and Rule 144A GDRs, each representing 2 (Two) equity shares in the equity share capital of the Issuer of Indian Rupees 10/- (Ten only) each in nominal value. The GDRs are currently traded on the PSM of the LSE as per the details given hereunder:
Symbol: LLD
Reg S CUSIP: 5019R108
3. Reasons for cancellation of listing and trading:
The Bank of New York Mellon, Depositary to the GDRs traded on the PSM of the LSE, has resigned. As per the Deposit Agreements executed among Depositary, Issuer and the holders, owners and beneficial owners of GDRs, in the event Issuer opts not to appoint a replacement depositary in the place of resigning Depositary, then the Depositary shall terminate the Deposit Agreements and the GDR program. The Board of Directors of the Issuer at its meeting held on November 14, 2017, decided not to appoint a replacement depositary in the place of resigning depositary in view of no trading volume of GDRs on the PSM of the LSE and insignificant number of outstanding GDRs admitted for listing on the official list of UKLA in relation to the total market capitalization of the Company. There were 8,000 (Eight thousand) number of GDRs outstanding, aggregating to 16,000 (Sixteen Thousand) number of equity shares of the Issuer representing 0.04% of the paid up share capital of the Issuer.
In light of above, the Depositary had sent a notice for the termination of Deposit Agreements and GDR program effective 8th March 2018. Consequently, admission of GDRs to official list of UKLA needs to be cancelled and trading and listing of GDRs on the PSM of the LSE also needs to be cancelled since there are no GDRs outstanding
4. Schedule of cancellation of listing and trading:
The cancellation of trading and listing of GDRs on the PSM of the LSE shall be effective from 2nd April 2018 (the date of such delisting, the "Delisting Date").
From and including the Delisting Date, the GDRs will not be listed or traded anywhere after the Delisting Date.
5. The name and contact details of the person at the Issuer with whom Financial Conduct Authority should liaise:
Anita Kakar Sharma
Company Secretary & VP finance
Landline No: +91 11 40627214, 40627200,
Email id: [email protected]
6. Notices given to the holders of the GDR by the Depositary:
Please find enclosed herewith as Annex 1, copies of the termination notice dated 8th December 2017 issued by the Depositary to the holders of GDR, resigning as a Depositary for the GDR program, and termination of GDR program and the Deposit Agreements, respectively. As per the notice issued by the Depositary to the holders of GDR, termination of GDR program and the Deposit Agreements shall be effective from 8th March 2018.
7. Extract of the resolution of the Board of Directors of the Issuer:
Please find enclosed herewith as Annex 2, a certified true copy of resolution passed at the Board of Directors meeting of the Issuer held on November 14, 2017, consenting to the termination of Deposit Agreements and GDR program by the Depositary, and consequent cancellation of trading and listing of GDRs on the PSM of the LSE.
Please feel free to revert if you need any clarifications or any other information.
Thanking you.
Yours faithfully,
For LEEL Electricals Limited
Anita Kakar Sharma
Company Secretary & VP Finance
Encl. as above
Cc:
1. UK Listing Authority;
2. London Stock Exchange plc;
3. Depositary, Bank of New York Mellon; and
4. Custodian, ICICI Bank Limited.
