SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 06/22/2015 | 3. Issuer Name and Ticker or Trading Symbol Majesco [ MJCO ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
No securities beneficially owned(1)(2)(3) | 0 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. 83.5% of Majesco is owned by Majesco Limited. Majesco Limited is in the process of being listed as a publicly-traded company in India. Approximately 49.56% of the capitalization of Majesco Limited is held by public shareholders, while approximately 50.44% is held by individual promoters of Majesco Limited and their family members, including 13.18% by Mr. Mehta and his family. No promoter, including Mr. Mehta, individually or with his family, holds the power to vote or dispose of the shares of Majesco owned by Majesco Limited, or control over Majesco Limited. |
2. 16.5% of Majesco is owned by Mastek Limited. Mastek Limited is a publicly-traded company in India. Approximately 49.56% of the capitalization of Mastek Limited is held by public shareholders, while approximately 50.44% is held by individual promoters of Mastek Limited and their family members, including 13.18% by Mr. Mehta and his family. No promoter, including Mr. Mehta, individually or with his family, holds the power to vote or dispose of the shares of Majesco owned by Mastek Limited, or control over Mastek Limited. Mastek Limited owns its entire interest in Majesco through its wholly-owned subsidiary, Mastek (UK) Ltd. |
3. Mr. Mehta disclaims beneficial ownership of all of the securities of Majesco that are or may be beneficially owned by Majesco Limited, Mastek Limited or any of their affiliates. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that Mr. Mehta is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities of the Issuer for purposes of Section 16 of the Exchange Act or otherwise. |
/s/ Lori Stanley as Attorney-In-Fact For Ketan Mehta | 06/22/2015 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |