Monday, March 17, 2008

GEE - Outcome Of Board Meeting

With reference to earlier announcement dated March 10, 2008 regarding Amalgamation of Ferroseal India Pvt Ltd, Filarc Eng Pvt Ltd, & Sagar Merchandise Pvt Ltd with the Company, GEE Ltd has informed that the valuation of swap ratio as recommended by the Board at its meeting held on March 05, 2008 stands withdrawan.

The Company has now received the revised valuation report from M/s. Ford Rhodes Parks & Co., Mumbai, and Chartered Accountants.The Board at its meeting held on March 15, 2008, after considering due diligence findings and valuation report as stated above, have approved (subject to necessary approvals) the swap ratio for amalgamation of above referred companies with the Company as under:

1. For Every 14(Fourteen) Equity Shares of Rs 10/- each of M/s Ferroseal India Pvt Ltd., 5 (Five) Equity Shares of Rs 2/- each of the Company.

2. For Every 14(Fourteen) Equity Shares of Rs 10/- each of M/s Filarc Eng Pvt Ltd., 5 (Five) Equity Shares of Rs 2/- each of the Company.

3. For Every 8(Eight) Equity Shares of Rs 10/- each of M/s. Sagar Merchandise Pvt Ltd., 5 (Five) Equity Shares of Rs 2/- each of the Company.

In the result on approval of scheme by Honble Court and other regulatory authorities theCompany shall allot 3,57,143 Equity Shares to the shareholders of Ferroseal India Pvt Ltd, 3,57,143 Equity Shares to the share holders of Filarc Eng Pvt Ltd and 1,87,500 Equity Shares to the shareholder of Sagar Merchandise Pvt Ltd. As such the Companys equity shall increase by 9,01,786 Equity Shares.

The Board has further approved the draft scheme of amalgamation.

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