(17-Jan-2007 Hours IST)
GL Hotels Ltd has informed BSE that the Board of Directors of the Company at its meeting held on January 16, 2007 has considered and approved the Scheme of Arrangement between Mayfair Banquets Pvt Ltd and the Company and their Respective Shareholders (the cheme'). The Scheme of Arrangement envisages the following: - Amalgamation of Mayfair Banquets Pvt Ltd with the Company. - The Appointed Date for the merger would be April 01, 2006. - Pursuant to the Scheme, the Company shall issue and allot 53 Equity Shares of the face value of Rs 10/- each credited as fully paid up in the share capital of the Company for every 1 equity shares of Rs 100/- each in MBPL. - Adjustment of Securities Premium Account against debit balance in Profit & Loss Account and Miscellaneous Expenditure Account as on March 31, 2006. Further the Company has informed that, the Scheme is subject to requisite consent, approval of the requisite majority of the shareholders, lenders, creditors of the Companies, the Hon'ble High Court of the Judicature at Bombay, the permission or approval of the Central Government or any other statutory or regulatory authorities, which by law may be necessary for the implementation of the Scheme. GL Hotels Ltd has informed BSE that the Bombay High Court on June 22, 2007 has sanctioned the Scheme for the amalgamation of Mayfair Banquets Pvt Ltd with the Company and their respective Shareholders. The Scheme will become effective upon the filing of the certified copies of the orders of both the Companies with the Registrar of Companies, Mumbai. The Appointed Date of the Scheme is April 01, 2006. (As Per BSE Announcement Website Dated on 25/06/2007) GL Hotels Ltd has informed BSE that the Company has allotted 58,62,171 Equity Shares of Rs 10/- to the shareholders of erstwhile Mayfair Banquets Pvt Ltd (MBPL) in terms of Scheme of Arrangement between MBPL and the Company and their respective shareholders (Scheme), as sanctioned by the High Court of Bombay vide its order dated June 22, 2007. The aforesaid shares were allotted to 2 (two) shareholders in the ratio of 53 (Fifty - three) equity shares of Rs 10/- each for one equity shares of Rs 100/- each of MBPL, who held shares as on date of approval of Scheme by the shareholders of the company. The above shares shall rank pari-passu with the existing equity shares of the Company. With this allotment, the paid up capital of the company has increased from Rs 7,01,63,790/- comprising 70,16,379 equity shares of Rs 10/- each to Rs 12,87,85,500/- comprising of 1,28,78,550 equity shares of Rs 10/- each. (As Per BSE Announcement Website Dated on 30/07/2007) Trading members of the Exchange are hereby informed that the under mentioned new securities of The GL Hotels Limited (Scrip Code: 509546, ISIN No: INE214F01018) are listed and permitted for trading on the Exchange with effect from Friday, September 21, 2007. Securities 58,62,171* Equity Shares of Rs.10/- each issued to the shareholders of erstwhile M/s Mayfair Banquets Private Limited pursuant to Scheme of Amalgamation of the Company. Dist. Nos. 7016380 to 12878550 * These shares are ranking pari-passu with the existing equity shares of the company. 2. Trading members may please note that the aforesaid 58,62,171 equity shares issued pursuant to the scheme of amalgamation are under lock-in upto September 30, 2010 and therefore these shares would not be good delivery in the market till then. 3. The brief particulars of the Scheme of Amalgamation are as mentioned below: a) The Scheme of Amalgamation of the company was approved by the Hon'ble High Court of Judicature at Bombay vide its Order dated June 22, 2007. b) Appointed Date: April 01, 2006 c) Effective Date: July 21, 2007 d) Date of Allotment: July 24, 2007 e) Exchange Ratio - For every 1 (One) Equity Share of Rs.10/- each held in erstwhile M/s Mayfair Banquets Private Limited, 53 (Fifty-Three) Equity shares of Rs.10/- each of the Company have been issued. 4. The company's financial year ends on 31st March. 5. In case trading members require any clarification on the subject matter of the notice, they may please contact the undersigned on 22721233/34 Extn.No.8133 or 9833805733. (As per BSE Notice dated on 20/09/2007)
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