SEC FORM 3 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*
VAHANNA LLC

(Last) (First) (Middle)
1230 AVENUE OF THE AMERICAS,
16TH FLOOR

(Street)
NEW YORK NY 10020

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/22/2021
3. Issuer Name and Ticker or Trading Symbol
Vahanna Tech Edge Acquisition I Corp. [ VHNA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
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)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Class B ordinary shares (1) (1) Class A ordinary shares 5,002,500(1) (1) D(2)
1. Name and Address of Reporting Person*
VAHANNA LLC

(Last) (First) (Middle)
1230 AVENUE OF THE AMERICAS,
16TH FLOOR

(Street)
NEW YORK NY 10020

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Ramgopal Vinode

(Last) (First) (Middle)
1230 AVENUE OF THE AMERICAS
16TH FLOOR

(Street)
NEW YORK NY 10020

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Bhargava Akshaya

(Last) (First) (Middle)
1230 AVENUE OF THE AMERICAS
16TH FLOOR

(Street)
NEW YORK NY 10020

(City) (State) (Zip)
Explanation of Responses:
1. Vahanna LLC (the "Sponsor") directly owns 5,002,500 Class B ordinary shares, par value $0.0001 per share (the "Class B Shares"), of Vahanna Tech Edge Acquisition I Corp. (the "Issuer"), including 652,500 Class B Shares that are subject to forfeiture if the underwriters of the Issuer's initial public offering does not exercise in full an option granted to it to cover over-allotments. Such Class B Shares have no expiration date and (i) are convertible into Class A ordinary shares, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-260748).
2. Vinode Ramgopal and Akshaya Bhargava are the managers of the Sponsor. Mr. Ramgopal and Mr. Bhargava have voting and investment discretion with respect to the ordinary shares held of record by Vahanna LLC. As such, Mr. Ramgopal and Mr. Bhargava may be deemed to share beneficial ownership of the Class B Shares held directly by the Sponsor. Each of Mr. Ramgopal and Mr. Bhargava disclaims any beneficial ownership of the shares held by the Sponsor, except to the extent of his pecuniary interest therein.
Remarks:
Exhibit 24.1 Power of Attorney
/s/ Jaewon Chang 11/22/2021
** 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.
                                 POWER OF ATTORNEY

    The undersigned constitutes and appoints David A. Sakowitz, Jacob Tabman,
Jaewon Chang, Chi-Emeka Egwuagu and Roman Koidl, or any of them acting singly,
as the undersigned's true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for the undersigned and in the
undersigned's name, place and stead, to:

    1.     prepare, sign, and submit to the Securities and Exchange Commission
(the "SEC") on its Electronic Data Gathering, Analysis, and Retrieval Filer
Management website a Form ID application, including any amendments and exhibits
thereto, and any other related documents as may be necessary or appropriate, to
obtain from the SEC access codes to permit filing on the SEC's EDGAR system,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each act and thing requisite and necessary to be
done as required by any rule or regulation of the SEC and the EDGAR Filer Manual
as fully and to all intents and purposes as the undersigned might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, and each of them, may lawfully do or cause to be done by virtue hereof;
and

    2.    sign any and all SEC statements of beneficial ownership of securities
of Vahanna Tech Edge Acquisition I Corp. (the "Company") on Schedule 13D or 13G
as required under Section 13 and Forms 3, 4 and 5 as required under Section
16(a) of the Securities Exchange Act of 1934, as amended, and any amendments
thereto, and to file the same with all exhibits thereto, and other documents in
connection therewith, with the SEC, the Company and any stock exchange on which
any of the Company's securities are listed, granting unto said attorneys-in-
fact and agents, and each of them, full power and authority to do and perform
each act and thing requisite and necessary to be done under said Section 13 and
Section 16(a), as fully and to all intents and purposes as the undersigned might
or could do in person, hereby ratifying and confirming all that said attorneys-
in-fact and agents, and each of them, may lawfully do or cause to be done by
virtue hereof.

    A copy of this power of attorney shall be filed with the SEC. The
authorization set forth above shall continue in full force and effect until the
undersigned revokes such authorization by written instructions to the attorneys-
in-fact.

    The authority granted hereby shall in no event be deemed to impose or create
any duty on behalf of the attorneys-in-fact with respect to the undersigned's
obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC.


Dated: November 18, 2021


                                    By: /s/ Akshaya Bhargava
                                        ----------------------------------------
                                        Name: Akshaya Bhargava

                                 POWER OF ATTORNEY

    The undersigned constitutes and appoints David A. Sakowitz, Jacob Tabman,
Jaewon Chang, Chi-Emeka Egwuagu and Roman Koidl, or any of them acting singly,
as the undersigned's true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for the undersigned and in the
undersigned's name, place and stead, to:

    1.   prepare, sign, and submit to the Securities and Exchange Commission
(the "SEC") on its Electronic Data Gathering, Analysis, and Retrieval Filer
Management website a Form ID application, including any amendments and exhibits
thereto, and any other related documents as may be necessary or appropriate, to
obtain from the SEC access codes to permit filing on the SEC's EDGAR system,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each act and thing requisite and necessary to be
done as required by any rule or regulation of the SEC and the EDGAR Filer Manual
as fully and to all intents and purposes as the undersigned might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, and each of them, may lawfully do or cause to be done by virtue hereof;
and

    2.    sign any and all SEC statements of beneficial ownership of securities
of Vahanna Tech Edge Acquisition I Corp. (the "Company") on Schedule 13D or 13G
as required under Section 13 and Forms 3, 4 and 5 as required under Section
16(a) of the Securities Exchange Act of 1934, as amended, and any amendments
thereto, and to file the same with all exhibits thereto, and other documents in
connection therewith, with the SEC, the Company and any stock exchange on which
any of the Company's securities are listed, granting unto said attorneys-in-
fact and agents, and each of them, full power and authority to do and perform
each act and thing requisite and necessary to be done under said Section 13 and
Section 16(a), as fully and to all intents and purposes as the undersigned might
or could do in person, hereby ratifying and confirming all that said attorneys-
in-fact and agents, and each of them, may lawfully do or cause to be done by
virtue hereof.

    A copy of this power of attorney shall be filed with the SEC. The
authorization set forth above shall continue in full force and effect until the
undersigned revokes such authorization by written instructions to the attorneys-
in-fact.

    The authority granted hereby shall in no event be deemed to impose or create
any duty on behalf of the attorneys-in-fact with respect to the undersigned's
obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5 with the SEC.


Dated: November 18, 2021


                                    By: /s/ Vinode Ramgopal
                                        ----------------------------------------
                                        Name: Vinode Ramgopal

                               POWER OF ATTORNEY

     The undersigned constitutes and appoints David A. Sakowitz, Jacob Tabman,
Jaewon Chang, Chi-Emeka Egwuagu and Roman Koidl, or any of them acting singly,
as the undersigned's true and lawful attorneys-in-fact and agents, with full
power of substitution and resubstitution, for the undersigned and in the
undersigned's name, place and stead, to:

     1.   prepare, sign, and submit to the Securities and Exchange Commission
(the "SEC") on its Electronic Data Gathering, Analysis, and Retrieval Filer
Management website a Form ID application, including any amendments and exhibits
thereto, and any other related documents as may be necessary or appropriate, to
obtain from the SEC access codes to permit filing on the SEC's EDGAR system,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each act and thing requisite and necessary to be
done as required by any rule or regulation of the SEC and the EDGAR Filer Manual
as fully and to all intents and purposes as the undersigned might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, and each of them, may lawfully do or cause to be done by virtue hereof;
and

     2.   sign any and all SEC statements of beneficial ownership of securities
of Vahanna Tech Edge Acquisition I Corp. (the "Company") on Schedule 13D or 13G
as required under Section 13 and Forms 3, 4 and 5 as required under Section
16(a) of the Securities Exchange Act of 1934, as amended, and any amendments
thereto, and to file the same with all exhibits thereto, and other documents in
connection therewith, with the SEC, the Company and any stock exchange on which
any of the Company's securities are listed, granting unto said attorneys-in-fact
and agents, and each of them, full power and authority to do and perform each
act and thing requisite and necessary to be done under said Section 13 and
Section 16(a), as fully and to all intents and purposes as the undersigned might
or could do in person, hereby ratifying and confirming all that said attorneys-
in-fact and agents, and each of them, may lawfully do or cause to be done by
virtue hereof.

     A copy of this power of attorney shall be filed with the SEC. The
authorization set forth above shall continue in full force and effect until the
undersigned revokes such authorization by written instructions to the attorneys-
in-fact.

     The authority granted hereby shall in no event be deemed to impose or
create any duty on behalf of the attorneys-in-fact with respect to the
undersigned's obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5
with the SEC.

Dated: October 28, 2021


                        VAHANNA LLC, a Delaware limited liability company

                        By: Vinode Ramgopal, its Manager


                        By:   /s/ Vinode Ramgopal
                              ----------------------------------------------
                              Name: Vinode Ramgopal