| Dewan Housing Finance Corporation Ltd has informed BSE that the Board of Directors of the Company at its meeting held on September 28, 2011, inter alia, has considered and approved the following;
1. (a) Merger of (i) First Blue Home Finance Ltd ('FBHFL'), a subsidiary of DHFL and (ii) DHFL Holdings Pvt. Ltd. ('DHFL Holdings'), a wholly owned subsidiary of DHFL with DHFL.
(b) A draft scheme of amalgamation between FBHFL. DHFL Holdings, the Company, their shareholders and creditors pursuant to Sections 391 to 394 of the Companies Act, 1956 (''Scheme'). The Scheme is subject to the consent of the shareholders and creditors of the respective companies, the High Court of Judicature at Mumbai and New Delhi. Stock Exchanges, National Housing Bank, any other regulatory and/or concerned authorities.
(c) The salient features of the draft Scheme are as under;
- The Appointed Date of the amalgamation is April 01, 2011.
- Upon the Scheme becoming effective, the whole of the undertaking and the entire business of FBHFL and DHFL Holdings (including all its Assets and liabilities) shall be transferred to and vested in DHFL, as a going concern
- Ernst & Young Fm. Ltd. has recommended a fair exchange ratio of equity shares.
- Standard Chartered Bank, a Category I Merchant Banker, appointed for the purpose has provided a fairness opinion on the submissions as made by Ernst & Young Pvt. Ltd.
- The Scheme of Amalgamation envisages a share exchange ratio of 10 (Ten) equity share of Rs. 10/- each in DHFL, for every 97 (Ninety Seven) equity share of Rs. 10/- each held in FBHFL as on the record date to he decided by Board of Directors.
- Upon the Scheme becoming effective, FBHFL and DHFL Holdings shall stand dissolved without winding up.
2. The Board also agreed in principle, raising of long term resources upto an amount of Rs. 1,000 crores by way of issue pf equity shares through preferential allotment, qualified institutional placement of otherwise.
With reference to proposed merger and share exchange ratio of 10 (Ten) equity share of Rs. 10/- each in Dewan Housing Finance Corporation Limited ('DHFL') for every 97 (Ninety Seven) equity share of Rs. 10/- each held in First Blue Home Finance Limited (formerly known as Deutsche Postbank Home Finance Limited) ('FBHFL') based on the recommendation of Ernst & Young Pvt. Ltd. and fairness opinion on the recommendation provided by Standard Chartered Bank, Dewan Housing Finance Corporation Ltd has informed BSE that the cost of acquisition per share of DHFL to the investors of FBHFL works out to Rs. 321/- per share.
Dewan Housing Finance Corporation Ltd has informed BSE that with reference to Scheme of Amalgamation of First Blue Home Finance Limited (the Transferor Company I) and DHFL Holdings Private Limited (the Transferor Company II) with Dewan Housing Finance Corporation Limited (the Transferee Company), under Sections 391 to 394 and other applicable provisions of the Companies Act, 1956, notice was filed by the said parties to the combination, under Section 6(2) of the Competition Act, 2002 seeking approval of the Competition Commission of India (CCI) for the proposed Scheme of Amalgamation.
Further the Company has informed that, the approval of the CCI to the aforesaid Scheme vide its order under Section 31(1) of the Competition Act, 2002, bearing the Combination Registration dated December 13, 2012 was issued and the certified copy of the order was published on December 28, 2012 on the website of CCI.
(As per BSE Announcment Dated on 28.12.2012)
Dewan Housing Finance Corporation Ltd has informed BSE that First Blue Home Finance Limited, subsidiary of the Company (the Transferor Company I) has received approval from the Hon'ble Delhi High Court for amalgamation of First Blue Home Finance Limited (the Transferor Company I) and DHFL Holdings Private Limited (the Transferor Company II) with Dewan Housing Finance Corporation Limited (Transferee). The Hon'ble High Court of Delhi has sanctioned the Scheme of Amalgamation, on January 04, 2013. Certified true copy of the Order of the Hon'ble High Court of Delhi is awaited.
The Company had already received similar approval in respect of amalgamation of First Blue Home Finance Limited (the Transferor Company I) and DHFL Holdings Private Limited (the Transferor Company II) with Dewan Housing Finance Corporation Limited from the Bombay High Court vide its order dated July 27, 2012 and the Company had already filed the same with the Registrar of Companies, Mumbai.
(As per BSE Announcement Dated on 07.01.2013)
Dewan Housing Finance Corporation Ltd has informed BSE that the Hon'ble High Court of Bombay and the Hon'ble High Court of Delhi vide their respective orders dated July 27, 2012 and January 04, 2013 have approved the Scheme of Amalgamation under the provisions of Section 391-394 of the Companies Act, 1956 of First Blue Home Finance Limited (First Blue), a Company incorporated under the provisions of Companies Act, 1956, having its registered office at 12-C & 12-D, 2nd Floor, Vasant Square Mall, Plot-A, Sector -B, Pocket -V, Vasant Kunj, New Delhi - 110070, being a Housing Finance Company with Dewan Housing Finance Corporation Limited, a Company incorporated under the provisions of Companies Act, 1956, having its registered office at Warden House, 2nd Floor, Sir P. M. Road, Fort, Mumbai - 400 001, being a Housing Finance Company registered with National Housing Bank (NHB).
In terms of the Scheme of Amalgamation, the amalgamation of First Blue with Dewan Housing Finance Corporation Limited has become operative from closing hours of January 31, 2013.
Scrip Code : 946016
(As per BSE Announcement Dated on 08.03.2013)
Dewan Housing Finance Corporation Ltd has informed BSE that pursuant to the order dated July 27, 2012, passed by the Hon'ble Bombay High Court and order dated January 04, 2013, passed by Honble Delhi High Court, and in terms of Scheme of Amalgamation, the Committee of the Board of Directors at its meeting held on March 20, 2013, allotted 1,08,86,375 (One Crore Eight Iakh Eighty Six thousand Three hundred and Seven Five) equity shares of Rs. 10/- to the eligible members of FBHFL in the share exchange ratio of 10 (Ten) equity share of Rs. 10/- each of DHFL for every 97 (Ninety Seven) equity share of Rs. 10/- each held in FBHFL. The said exchange ratio was based on Appointed Date of Scheme being April 01, 2011. The equity shares of FBHFL were acquired by the investors on March 25, 2011, and the cost of acquisition per equity share of DHFL to the eligible members of FBHFL works out to Rs. 321/- per equity share.
The equity shares so allotted shall be listed and/or admitted to Stock Exchanges.
Consequent to the issue and allotment of the equity shares under the Scheme of Amalgamation to the eligible members of FBHFL, the paid-up equity share capital of the Company stands increased from the present Rs. 117,32,08,090 divided into 11,73,20,809 equity shares of face value of Rs. 10/- each to Rs. 128,20,71,840 divided into 12,82,07,184 equity shares of face value of Rs. 10/- each.
(As Per BSE Announcement Dated On 20.03.2013)
Dewan Housing Finance Corporation Ltd has informed BSE that the Board of Directors of the Company at its meeting held on May 07, 2013, inter alia, has recommended a final dividend of Rs. 3/- per equity shares, i.e. 30 per cent, of face value of Rs. 10/- each on 12,82,18,709 equity shares including 1,08,86,375 equity shares of Rs. 10/- each fully paid-up allotted to the shareholders of First Blue Home Finance Limited pursuant to the Scheme of Amalgamation sanctioned by the Hon'ble High courts of Bombay and Hon'ble High Courts of Delhi, for the year ended March 31, 2013, in addition to the interim dividend of Rs. 2.00 per equity share of face value of Rs. 10/- each i.e. 20 per cent already paid on November 03, 2012 and thus totalling to Rs. 5/- per share (50 per cent) for the financial year 2012-2013, subject to the approval of Equity Shareholders of the Company at the ensuing Annual General Meeting
(As Per BSE Announcement Dated on 07.05.2013) | | Powered by Capital Market - Live News |
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