Wednesday, January 30, 2008

VBC Industries - Outcome Of Board Meeting

VBC Industries Ltd has informed that the Board of Directors of the Company at its meeting held on January 29, 2008, inter alia, has considered the following items on the Agenda and passed resolutions relating to:

1. Pursuant to the order dated January 18, 2008, from the Honble High Court of Andhra Pradesh, Hyderabad, regarding amalgamation of M/s. Bharat Alloys & Energy Ltd, Hyderabad, with the Company.

2. Issue of 2,78,42,000 Equity shares of Rs 10 each, fully paid-up, to the shareholders of erstwhile M/s. Bharat Alloys & Energy Ltd, the transferor Company in the Scheme of Amalgamation in 1:2 ratio (i.e. every one share (fully paid up) Equity Share of Rs 10 each of BAEL will be allotted two (fully paid up) Equity Shares of Rs 10 each of VBC Industries Ltd. (the transferee Company) with directions to approach RBI for approval, where necessary.

3. To take in-principle approval for listing of the shares now issued to the shareholders of transferor Company, which shall stand locked-in for three years, with facility to demat the new shares which shall stand parri-passu with the shares already issued.

4. Approved amendments to Annual Report for the year 2006-2007 by the Board of Directors subject to the approval of members in the (Adjourned) 35th Annual General Meeting to be held on January 29, 2008.

The financial results for the year ended March 31, 2007 includes the results of erstwhile Bharat Alloys & Energy Ltd consequent to the scheme of amalgamation of the said Company with effect from April 01, 2006 which has been duly approved by shareholders and sanctioned by Honble High Court of Andhra Pradesh vide its orders dated January 18, 2008.

The shareholders of the Company and that of erstwhile Bharat Alloys & Energy Ltd approved the scheme of amalgamation of BAEL with the Company with effect from April 01, 2006, which has been sanctioned by the Honble High Court of Andhra Pradesh vide its order dated it January 18, 2008.

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