Bajaj Hindusthan Sugar & Industries Ltd has informed that the Board of Directors of the Company at its meeting held on September 20, 2008, inter alia, has transacted the following:
1. Approved the accounts for Income-tax year ended March 31, 2008 for limited purpose of complying with the provisions of the Income Tax Act, 1961.
2. Considered and approved a Scheme of Arrangement, subject to various approvals of the Shareholders and Creditors of the respective Companies, the High Courts of judicature at Delhi and Bombay, Stock Exchanges and other concerned authorities, inter alia, comprising of:
(a) merger of Phenil Sugars Pvt. Ltd, which is presently holding mote than 99% shares in two Companies having one sugar plant each of the capacity of 6000 TCD located in the State of Uttar Pradesh. The appointed dated of merger is proposed to be April 01, 2008. The merger envisages a share exchange ratio of One (1) equity share of Bajaj Hindusthan Sugar and Industries Ltd of Re 1/- each fully paid up for every two (2) equity share of Phenil Sugars Pvt. Ltd of Rs 10/- each fully paid up, which has been determined in accordance with best practices in valuation using the relative Market Prices (MV) Method, Net Asset Value (NAV) Method and Comparable Companies Multiple (CCM) Method.
(b) conversion into Zero Coupon Secured Optionally Convertible Securities of certain loan including interest thereon togetherwith the loans taken over by it from its future subsidiaries due to Bajaj Hindusthan Ltd.
The Scheme will be filed with the Stock Exchanges for approval, at least a month before it is presented, before the High Courts of Delhi and Bombay and subsequently placed for approval at the meeting of shareholders of the respective Companies
1. Approved the accounts for Income-tax year ended March 31, 2008 for limited purpose of complying with the provisions of the Income Tax Act, 1961.
2. Considered and approved a Scheme of Arrangement, subject to various approvals of the Shareholders and Creditors of the respective Companies, the High Courts of judicature at Delhi and Bombay, Stock Exchanges and other concerned authorities, inter alia, comprising of:
(a) merger of Phenil Sugars Pvt. Ltd, which is presently holding mote than 99% shares in two Companies having one sugar plant each of the capacity of 6000 TCD located in the State of Uttar Pradesh. The appointed dated of merger is proposed to be April 01, 2008. The merger envisages a share exchange ratio of One (1) equity share of Bajaj Hindusthan Sugar and Industries Ltd of Re 1/- each fully paid up for every two (2) equity share of Phenil Sugars Pvt. Ltd of Rs 10/- each fully paid up, which has been determined in accordance with best practices in valuation using the relative Market Prices (MV) Method, Net Asset Value (NAV) Method and Comparable Companies Multiple (CCM) Method.
(b) conversion into Zero Coupon Secured Optionally Convertible Securities of certain loan including interest thereon togetherwith the loans taken over by it from its future subsidiaries due to Bajaj Hindusthan Ltd.
The Scheme will be filed with the Stock Exchanges for approval, at least a month before it is presented, before the High Courts of Delhi and Bombay and subsequently placed for approval at the meeting of shareholders of the respective Companies
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