(01-Oct-2013 Hours IST)
Marico Ltd has informed BSE regarding 'Update on the Scheme of Arrangement between Marico Limited and Marico Kaya Enterprises Limited and their Respective Shareholders and Creditors'. With reference to the earlier announcement dated October 01, 2013 about the Scheme being sanctioned by the Hon'ble High Court of Judicature at Bombay on September 27, 2013, Marico Ltd has now informed BSE that the Order of the Hon'ble High Court has been filed with the Registrar of Companies, Mumbai on October 17, 2013. Accordingly October 17, 2013 will be considered as the effective date of the Scheme of Arrangement. Further the Company has informed that, the Board of Directors of the Company at their meeting held on October 17, 2013, inter alia, has : 1. Taken on record the Order of Hon'ble Bombay High Court dated September 27, 2013 sanctioning the Scheme of Arrangement between Marico Limited ('Marico') Marico Kaya Enterprises Limited ('MaKE' or 'Marico Kaya') and their respective shareholders and creditors; 2. Took note of the Scheme being made effective earlier during the day. (As per BSE Announcement Dated on 17.10.2013) Marico Ltd has informed BSE that the Company has fixed November 05, 2013 as the Record Date for the purpose of 1. Determining the shareholders of Marico to whom shares of MaKE will be issued and allotted in accordance with Clause 5 of the Scheme in the following manner; '1 (One) fully paid-up Equity Share of INR 10 (Rupees Ten) each of Marico Kaya shall be issued and allotted for every 50 (Fifty) fully paid-up Equity Shares of INR 1 (Rupee One) each held in Marico' Further Clause 5.4 of the Scheme also provides that no shares shall be allotted by MaKE in respect of fractional entitlements, if any. All fractional entitlements of shareholders shall be consolidated and Board of Directors of MaKE shall allot equity shares in lieu thereof to either a Director or an officer of MaKE or such other person as the Board of Directors of MaKE shall appoint in this behalf, who shall hold the shares in trust on behalf of the members of Marico, with an express understanding that such equity shares will be sold in the market at such price and at such time and to such person as he deems fit. The net sale proceeds, subject to tax deductions as applicable, shall be distributed by MaKE to the members of Marico in proportion to their respective fractional entitlements. (As per BSE Announcement Dated on 18.10.2013) SUB. :- Scheme of Arrangement & First Interim Dividend of Marico Ltd. (Scrip Code 531642) Trading Members of the Exchange are hereby informed that, Marico Ltd. has fixed the Record Date for the purpose of determining entitlement to the shareholders of the Company pursuant to the Scheme of Arrangement of the Company for Demerger of the company as provided in the Scheme approved by Hon'ble High Court of Judicature at Bombay and First Interim Dividend. COMPANY NAME CODE Marico Ltd. (531642, 431642 631642) RECORD DATE 05.11.2013 PURPOSE 1. Scheme of Arrangement: - Upon coming into effect of the Scheme and in consideration of the transfer and vesting of the Kaya Business into Marico Kaya Enterprises Ltd, Marico Kaya Enterprises Ltd shall issue and allot equity shares of face value of Rs. 10/- each at a premium of Rs. 200/- per share, credited as fully paid up to the members of Marico Ltd. in the following manner: 1 (One) fully paid Equity Share of Rs. 10 (Rupees Ten Only) each of Marico Kaya Enterprises Ltd shall be issued and allotted for every 50 (Fifty) fully paid up Equity Shares of Re. 1/- (Rupee One) each held in Marico Ltd. 2. First Interim Dividend (to be decided in Board Meeting on 29.10.2013) EX- DIVIDEND & ENTITLEMENT FROM DATE & SETT. NO. 01/11/2013 DR-150/2013- 2014 Note: Trading members are hereby informed that the trading in the equity shares of the aforesaid company shall be transferred from ' group to ¶' group w.e.f November 01, 2013 and subsequently be shifted out of Trade for trade, as per SEBI Circular No. SEBI/Cir/ISD/1/2010 dated September 2, 2010. Pursuant to SEBI Circular No. CIR/MRD/DP/01/2012 dated January 20, 2012; the aforesaid scrip shall be a part of Call Auction in Pre-open Session on November 01, 2013. Subject to compliance with requisite formalities the resulting company i.e. Marico Kaya Enterprises Limited will be listed on BSE Limited. (As Per BSE Notice Dated on 24.10.2013) Marico Ltd has announced the following results for the quarter ended December 31, 2013: The Unaudited results for the Quarter ended December 31, 2013 The Company has posted a net profit of Rs. 1417.936 million for the quarter ended December 31, 2013 as compared to Rs. 1101.681 million for the quarter ended December 31, 2012. Total Income has increased from Rs. 8958.384 million for the quarter ended December 31, 2012 to Rs. 9861.777 million for the quarter ended December 31, 2013. 'The Consolidated Results are as follows : The Unaudited results for the Quarter ended December 31, 2013 The Group has posted a net profit after taxes, minority interest and share of profit / (loss) of associates of Rs. 1353.673 million for the Quarter ended December 31, 2013 where as the same was at Rs. 1022.930 million for the Quarter ended December 31, 2012. Total Income is Rs. 12187.283 million for the Quarter ended December 31, 2013 where as the same was at Rs. 11767.129 million for the Quarter ended December 31, 2012. - The Kaya Business, earlier a part of Marico, has been demerged effective October 17, 2013, with April 01, 2013 as the Appointed Date. Pursuant to the De-merger Scheme, the transfer of Kaya Business to Marico Kaya Enterprises Limited ('MaKE') has been accounted by the Company by recording the transfer of the relevant assets and liabilities of the Kaya Business at their book values as of the appointed date. The excess of book value of assets over liabilities has been adjusted against Securities Premium Account. In accordance with the scheme, as on the Record Date i.e. November 05, 2013, every shareholder holding 50 fully paid equity shares with a face value of Re. 1 each in Marico Limited has been allotted 1 fully paid equity share with a face value of Rs. 10 each of MaKE. Accordingly, the financial results of the Kaya Business do not form part of the unaudited financial results for the quarter ended September 30, 2013 and for quarter and nine months ended December 31, 2013. However, the results of all other previous periods / year include the results of Kaya Business and accordingly, to that extent, are not comparable with the results for the quarter ended September 30, 2013 and for quarter and nine months ended December 31, 2013.' (As per BSE Announcement Dated on 31.01.2014)
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