TDCX Inc.
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(Name of Issuer)
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Class A Ordinary Shares, par value $0.0001 per share
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(Title of Class of Securities)
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87190U100**
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(CUSIP Number)
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December 31, 2021
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(Date of Event Which Requires Filing of this Statement)
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□
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Rule 13d-1(b)
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□
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Rule 13d-1(c)
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⌧
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Rule 13d-1(d)
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1.
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Name of Reporting Person
Laurent Junique
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2.
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Check the Appropriate Box if a Member of a Group
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(a)
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□
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(b)
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□
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
France
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Number of Shares Beneficially Owned by Each Reporting Person With
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
123,666,000(1)
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
123,666,000(1)
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
123,666,000(1)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares □
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11.
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Percent of Class Represented by Amount in Row 9
84.8%(2)
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12.
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Type of Reporting Person
IN
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(1) |
Represents (i) 166,000 Class A ordinary shares ("Class A Shares") of TDCX Inc. (the "Issuer") directly held by Mr. Junique's spouse and (ii) 123,500,000 Class A Shares issuable upon conversion
of the Class B ordinary shares ("Class B Shares") of the Issuer directly held by Transformative Investments Pte Ltd, an exempted company incorporated under the laws of Cayman Islands ("TIP"), of which Mr. Junique is the sole director. The
Class B Shares are convertible into Class A Shares on a one-for-one basis, subject to adjustment.
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(2) |
The percentage of class of securities beneficially owned by the Reporting Person is based on a total of 22,262,800 outstanding Class A Shares as of October 12, 2021, as disclosed in the Issuer's
Form 6-K filed on October 12, 2021, and the 123,500,000 Class A Shares issuable upon conversion of the Class B Shares held by TIP.
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1.
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Name of Reporting Person
Transformative Investments Pte Ltd
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2.
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Check the Appropriate Box if a Member of a Group
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(a)
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□
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(b)
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□
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
Cayman Islands
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Number of Shares Beneficially Owned by Each Reporting Person With
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5.
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Sole Voting Power
0
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6.
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Shared Voting Power
123,500,000(1)
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
123,500,000(1)
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
123,500,000(1)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares □
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11.
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Percent of Class Represented by Amount in Row 9
84.7%(2)
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12.
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Type of Reporting Person
CO
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(1) |
Represents 123,500,000 Class A Shares issuable upon conversion of the Class B Shares directly held by TIP. The Class B Shares are convertible into Class A Shares on a one-for-one basis, subject
to adjustment.
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(2) |
The percentage of class of securities beneficially owned by the Reporting Person is based on a total of 22,262,800 outstanding Class A Shares as of October 12, 2021, as disclosed in the Issuer's
Form 6-K filed on October 12, 2021, and the 123,500,000 Class A Shares issuable upon conversion of the Class B Shares held by TIP.
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Item 1(a). |
Name of Issuer:
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Item 1(b). |
Address of Issuer's Principal Executive Offices:
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Item 2(a). |
Name of Person Filing:
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Item 2(b). |
Address of Principal Business Office or, if none, Residence:
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Item 2(c). |
Citizenship:
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Item 2(d). |
Title of Class of Securities:
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Item 2(e). |
CUSIP Number:
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Item 3. |
If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the persons filing is a:
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Item 4. |
Ownership
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Reporting Person
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Amount beneficially owned:
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Percent of class:(1)
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Percent of aggregate voting power:(2)
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Sole power to vote or direct the vote:
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Shared power to vote or to direct the vote:
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Sole power to dispose or to direct the disposition of:
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Shared power to dispose or to direct the disposition of:
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Laurent Junique*
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123,666,000(3)
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84.8%
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98.2%
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0
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123,666,000(3)
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0
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123,666,000(3)
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Transformative Investments Pte Ltd.*
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123,500,000(4)
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84.7%
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98.2%
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0
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123,500,000(4)
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0
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123,500,000(4)
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* |
Transformative Investments Pte Ltd is an exempted company incorporated under the laws of Cayman Islands ("TIP"), of which Mr. Junique is the sole director. As a result, Mr. Laurent may be deemed
to beneficially own the shares directly held by TIP.
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(1) |
The percentage of class of securities beneficially owned by the Reporting Person is based on a total of 22,262,800 outstanding Class A Shares as of October 12, 2021, as disclosed in the Issuer's
Form 6-K filed on
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(2) |
For each Reporting Person, percentage of aggregate voting power is calculated by dividing the voting power beneficially owned by such Reporting Person by the voting power of all of Class A and
Class B Shares as a single class. Each holder of Class A Shares is entitled to one vote per share and each holder of Class B Shares is entitled to ten votes per share on all matters submitted to them for vote. The Class B Shares are convertible
into Class A Shares on a one-for-one basis, subject to adjustment. Class A Shares are not convertible into Class B Shares under any circumstances.
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(3) |
Represents (i) 166,000 Class A Shares directly held by Mr. Junique's spouse and (ii) 123,500,000 Class A Shares issuable upon conversion of the Class B Shares directly held by TIP.
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(4) |
Represents Class A Shares issuable upon conversion of the 123,500,000 Class B Shares directly held by TIP.
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Item 5. |
Ownership of Five Percent or Less of a Class:
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person:
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Controlling Person:
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Item 8. |
Identification and Classification of Members of the Group:
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Item 9. |
Notice of Dissolution of Group:
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Item 10. |
Certifications:
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Laurent Junique
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/s/ Laurent Junique
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Transformative Investments Pte Ltd
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By:
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/s/ Laurent Junique
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Name:
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Laurent Junique
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Title:
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Director
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Exhibit No.
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Description
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99.1
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Joint Filing Agreement
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Laurent Junique
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/s/ Laurent Junique
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Transformative Investments Pte Ltd
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By:
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/s/ Laurent Junique
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Name:
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Laurent Junique
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Title:
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Director
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