(21-Apr-2007 Hours IST)
Nilkamal Ltd has informed BSE that the Board of Directors of the Company at its meeting held on April 21, 2007, has considered and approved the proposal for amalgamation of Nilkamal Crates and Bins Pvt Ltd ("NCBPL") and Stackwell Marketing Services Pvt Ltd ("SMSPL") into the Company as per terms and conditions mentioned in the Scheme of Amalgamation placed before the Board. On the basis of the valuation report of Dalal & Shah, Chartered Accountants, the Scheme of Amalgamation approved by the Board of Directors of the Company states that shares shall be allotted in the following ratio: - 4 fully paid up equity shares of Rs 10 each of the Company for every 21 equity shares of Re 1 each held on the NCBPL. The Scheme is subject to requisite consent, approval of the requisite majority of the shareholders, lenders and creditors of the Companies, the Hon'ble High Court of 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. Nilkamal Ltd has informed BSE that pursuant to the Order made by the Hon'ble High Court of Judicature at Bombay, a meeting of the Equity Shareholders of the Company will be held on July 20, 2007, for the purpose of considering and, if thought fit, approving with or without modification(s), the arrangement embodied in the Scheme of Amalgamation between Nilkamal Crates and Bins Pvt Ltd, Stackwell Marketing Services Pvt Ltd and the Company and their respective Shareholders and Creditors. (As Per BSE Announcement Website Dated on 27/06/2007) Nilkamal Ltd has informed BSE that in accordance with the directions of the Hon'ble High Court of Bombay, the equity Shareholders of the Company at its meeting held on July 20, 2007 have approved the Scheme of amalgamation of Nilkamal Crates and Bins Pvt Ltd, Stackwell Marketing Services Pvt Ltd and the Company and their respective shareholders and creditors, with requisite majority. (As Per BSE Announcement Website Dated on 20/07/2007) Nilkamal Ltd has informed BSE that the Hon'ble High Court of Judicature at Bombay has approved the Scheme of Amalgamation of Nilkamal Crates and Bins Pvt Ltd and Stackwell Marketing Services Pvt Ltd and the Company and their respective shareholders and creditors ("the Scheme") u/s Section 391 to 394 of the Companies Act, 1956, on September 28, 2007. The said Scheme envisages the following: (a) Merger of Nilkamal Crates and Bins Pvt Ltd ("NCBPL") into the Company. (b) Stackwell Marketing Services Pvt Ltd ("SMSPL") into the Company. (c) Pursuant to the merger: 4 Equity Shares of Rs 10 each fully paid up of the Company would be issued to the shareholders of NCBPL for every 21 Equity Shares of Re 1 each held by them in NCBPL. 5 fully paid up equity shares of Rs 10 each of the Company would be issued to the shareholders of SMSPL for every 12 equity shares of Re 1 each held by them in SMSPL. (As Per BSE Announcement Website Dated on 01/10/2007) Trading members of the Exchange are hereby informed that the under mentioned new securities of Nilkamal Limited (Scrip Code: 523385, ISIN No. INE310A01015 are listed and permitted for trading on the Exchange with effect from Monday, December 24, 2007. Securities 42,07,644 * Equity Shares of Rs.10/- each issued to the shareholders of erstwhile Nilkamal Crates & Bins Pvt. Ltd. (NCBPL) and Stackwell Marketing Services Pvt. Ltd. (SMSPL) pursuant to Scheme of Amalgamation of the Company. Dist. Nos. 8574701 to 12782344 * These shares are ranking pari-passu with the existing equity shares of the company. 2. Trading members may please note that 10,51,911 Equity shares are under lock-in as per details given below: Number Details Date upto of Shares of Dist. Nos which lock 2,10,383 8574701 - 8785083 27.12.2010 2,10,382 9336605 û 9546986 27.12.2010 2,10,382 10098509 û 10308890 27.12.2010 2,10,382 11024475 û 11234856 27.12.2010 2,10,382 11480114 - 11690495 27.12.2010 3. The brief particulars of the Scheme of Arrangement are as mentioned below: a) The Scheme of Amalgamation of the company was approved by the Hon'ble High Courts of Mumbai vide their Orders dated September 28, 2007. a) Appointed Date: April 01,2007 b) Effective Date: October 29, 2007 c) Date of Allotment: October 31, 2007 d) Exchange Ratio: For every 21 equity shares of Re 1/- each held in NCBPL, 4 fully paid up equity shares of Rs.10/- each of the company has been issued. For every 12 equity shares of Re.1/- each held in the SMSPL, 5 fully paid up equity shares of Rs.10/- each of the company has been issued. 4. The company's financial year ends on 31st March. (As Per BSE Notice Dated on 20/12/2007)
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