Zee Entertainment Enterprises Ltd has informed BSE that the Board of Directors of the Company at its meeting held on December 29, 2009 has approved the draft Composite Scheme of Arrangement between the Company, ETC Networks Ltd., Zee Learn Ltd. (New Company) and their respective Shareholders and Creditors under provisions of Section 391 to 394 and other applicable provisions of the Companies Act, 1956, for merger of ETC Networks Ltd. with the Company and upon such Merger, demerger of Education Business from the Company into Zee Learn Ltd. (being incorporated).
In connection with Demerger of Education Business into Zee Learn Ltd., the Board:
a) has approved April 01, 2010 as the Appointed Date; and
b) based on the desired capital structure of the resulting entity, as a consideration for demerger, approved the share entitlement ratio of 1 (One) Equity Share of Rupee 1/- each of Zee Learn Ltd. for every 4 (Four) Equity Shares of Rupee 1/- each held in the Company (including the shareholders of ETC who would be allotted equity shares by the Company pursuant to merger of ETC with the Company) as on the record date.
The Scheme of Arrangement shall be subject to approval of the shareholders / creditors of the respective Companies, the Hon'ble High Court of Bombay and other statutory / regulatory authorities.
ETC Networks Ltd has informed BSE that the Members of the Company at the Court Convened Meeting held on April 19, 2010, have approved with requisite majority the Composite Scheme of Amalgamation and Arrangement between ETC Networks Ltd. (ETC), Zee Entertainment Enterprises Ltd. (ZEEL), Zee Learn Ltd. (ZLL) and their respective Shareholders and Creditors made under the provisions of Sections 391 to 394 and other applicable provisions of the Companies Act, 1956, for the proposed Merger of ETC into ZEEL and upon such merger, demerger of Education Business undertaking from ZEEL into ZLL with effect from March 31, 2010 and April 01, 2010 (Appointed Dates) respectively subject to necessary statutory and regulatory approvals including that of Honble High Court of Judicature at Bombay and such other authority(ies) as may be required.
(As Per BSE Announcement Website dated on 19.04.2010)
Zee Entertainment Enterprises Ltd has informed BSE that the Members of the Company at the Court Convened General Meeting held on Apr11 20, 2010, have approved, with requisite majority, the Composite Scheme of Amalgamation and Arrangement between ETC Networks Ltd (ETC), Zee Entertainment Enterprises Ltd (ZEEL), Zee Learn Ltd (ZLL) and their respective shareholders and creditors, made under the provisions of Sections 391 to 394 and other applicable provisions of the Companies Act, 1956, for the proposed Merger of ETC with ZEEL and upon such merger, demerger of Education Business Undertaking from ZEEL into ZLL with effect from Amalgamation Appointed Date of March 31, 2010 and Demerger Appointed Date of April 01, 2010, respectively.
Aforesaid Scheme shall further be subject to necessary approvals of Hon'ble High Court of Judicature at Bombay and such other authority as may be required.
(As Per BSE Announcement Dated on 20/04/2010)
Zee Entertainment Enterprises Ltd has informed BSE that the Hon'ble High Court of Bombay has, at the hearing held on July 16, 2010, approved the Composite Scheme of Amalgamation and Arrangement between Zee Entertainment Enterprises Ltd., ETC Networks Ltd. and Zee Learn Ltd. and their respective shareholders, for the proposed Merger of ETC Networks Ltd. with the Zee Entertainment Enterprises Ltd., with effect from March 31, 2010 (Merger Appointed Date) and upon such merger, de-merger of Education Business Undertaking from Zee Entertainment Enterprises Ltd. into Zee Learn Ltd. with effect from April 01, 2010 (Demerger Appointed Date).
(As Per BSE Announcement Website dated on 16.07.2010)
Zee Entertainment Enterprises Ltd has informed BSE that in order to give effect to the following Scheme(s) of Arrangement, in the Audited Financials of the Company for the year ended March 31, 2010, the Company has obtained from the Registrar of Companies, Maharashtra, Mumbai an approval granting extension of the period for holding its next Annual General Meeting till December 31, 2010 :
1. Composite Scheme of Amalgamation and Arrangement, for Merger of ETC Networks Ltd. (a Listed Subsidiary of the Company) with itself with effect from March 31, 2010 (Appointed Date) and upon such Merger, demerger of Education Business of the Company to Zee Learn Ltd., with effect from April 01, 2010 (Appointed Date), approved by the Members at its meeting held on April 20, 2010.
(As Per BSE Announcement Dated on 29.07.2010)
With reference to the earlier announcement dated July 16, 2010 regarding the Hon'ble Bombay High Court has vide its Order passed on July 16, 2010 approved the Composite Scheme of Amalgamation and Arrangement between Zee Entertainment Enterprises Ltd, ETC Networks Ltd. and Zee Learn Ltd. and their respective shareholders, for the merger of ETC Networks Ltd. with Zee Entertainment Enterprises Ltd, with effect from March 31, 2010 (Merger Appointed Date) and upon such merger, de-merger of Education Business Undertaking from Zee Entertainment Enterprises Ltd. into Zee Learn Ltd. with effect from April 01, 2010 (Demerger Appointed Date) Zee Entertainment Enterprises Ltd has now informed BSE that the aforesaid Composite Scheme of Amalgamation and Arrangement has become effective on August 30, 2010, upon filing of the certified copy of said order of Hon'ble Bombay High Court with the Registrar of Companies, Maharashtra, Mumbai.
(As Per BSE Announcement Website dated on 31.08.2010)
With reference to the earlier announcement dated July 16, 2010, informing that the Hon'ble Bombay High Court has vide its order dated July 16, 2010, approved the Composite Scheme of Amalgamation and Arrangement between Zee Entertainment Enterprises Ltd, ETC Networks Ltd. and Zee Learn Ltd. and their respective Shareholders, for Merger of the Company with Zee Entertainment Enterprises Ltd. from March 31, 2010 (Appointed Date) and upon such Merger, de-merger of Education Business Undertaking of Zee Entertainment Enterprises Ltd in favor of Zee Learn Ltd from April 01, 2010, ETC Networks Ltd has now informed BSE that the aforesaid Scheme of Arrangement has become effective on August 30, 2010, upon filing of the said order of Hon'ble Bombay High Court with the Registrar of Companies, Maharashtra, Mumbai.
(As Per BSE Announcement Dated on 01.09.2010)
Zee Entertainment Enterprises Ltd has informed BSE that the Register of Members & Share Transfer Books of the Company will remain closed from October 09, 2010 to October 12, 2010 (both days inclusive) for the purpose of:
Determination of Members of the Company eligible for issuance of shares (Pursuant to the Composite Scheme of Amalgamation & Arrangement) by Zee Learn Ltd.
(As Per BSE Announcement Website dated on 24.09.2010)
SUB. :- Scheme of Arrangement & Payment of Final Dividend of Zee Entertainment Enterprises Ltd. (Scrip Code 505537)
Trading Members of the Exchange are hereby informed that, Zee Entertainment Enterprises Ltd. (ZEEL) has fixed the Book Closure for the purpose of determining entitlement to the shareholders of the company pursuant to the Scheme of Arrangement of the company and Payment of Final Dividend.
COMPANY NAME CODE
Zee Entertainment Enterprises Ltd.
(505537 & 605537)
BOOK CLOSURE
09/10/2010 TO 12/10/2010
PURPOSE
Scheme of Arrangement: -
Demerger of the Education Business Undertaking of Zee Entertainment Enterprises Ltd. and its vesting in Zee Learn Ltd (ZLL).
Upon coming into effect of the Scheme, and in consideration for the transfer and vesting of the Education Business Undertaking in ZLL, ZLL shall issue and allot equity shares, credited as fully paid up to the members of ZEEL in the ratio of 1 (ONE) fully paid up equity share of Re.1/- each of ZLL for every 4 (FOUR) Equity Shares of Re.1/- each held in ZEEL
And
Payment of Final Dividend of Rs. 2/- each
EX-DIVIDEND & ENTITLEMENT FROM DATE & SETT. NO.
07/10/2010 DR-135/2010- 2011
Trading Members of the Exchange are requested to take note of it.
(As Per BSE Notice Dated on 27.09.2010)
Zee Entertainment Enterprises Limited has informed the Exchange vide its letter dated October 29, 2010 regarding 'Cost of Acquisition release in connection with Demerger of Education Business Undertaking of the Company into Zee Learn Limited.'
(As Per NSE Bulletin dated on 02.11.2010)
Trading members of the Exchange are hereby informed that the under mentioned new securities of Zee Learn Limited are listed and permitted for trading on the Exchange with effect from Monday, December 20, 2010.
Name of the Company:
Zee Learn Limited
Registered Office:
135, Continental Bldg.
Dr. Annie Besant Road,
Worli, Mumbai - 400 018.
Tel : 022 - 4034 3900
Fax : 033 - 2674 3422
Website : www.zeelearn.com
Email : samir.raval@zeelearn.com
Securities: 12,27,38,599 Equity Shares of Re.1/- each fully paid-up issued pursuant to the scheme of Amalgamation and Arrangement of the company
Distinctive numbers:
1 - 122738599
Scrip Code:
533287
Group:
T
Market Lot:
1
Face Value & Paid up value:
Re.1/- each fully paid
Scrip ID on BOLT System:
ZEELEARN
Abbreviated name on BOLT:
ZEE LEARN
ISIN No.:
INE565L01011
Lock in details:
No. of Securities
3,97,737
Dist. Nos.
898490 - 1296226
Date up to which under lock-in
March 29, 2011
2. The particulars of the Scheme of Arrangement are as mentioned below:
a) The Scheme of Amalgamation and Arrangement of the Company was approved by the Hon'ble High Court of Bombay vide Order dated July 16, 2010.
b) Appointed Date: pril 01, 2010
c) Effective date: August 30, 2010
d) Date of Allotment: October 14, 2010
e) Pursuant to the Scheme, Zee Learn Limited (ZLL) acquired the Education Business Undertaking of Zee Entertainment Enterprises Limited (ZEEL) and in consideration thereof, ZLL has allotted 12,22,38,599 equity shares to the shareholders of ZEEL in the ratio of 1 (one) equity share of Re.1/- each of ZLL for every 4 (four) equity shares of Re.1/- each held in ZEEL.as on the record date.
f) The issued, subscribed and paid-up equity capital of the company post arrangement is Rs.1227.39 lacs consisting of 12,27,38,599 equity shares of Re.1/- each.
3. As per Exchange Notice No 20100927-16 dated September 27, 2010, the company has fixed October 09, 2010 to October 12, 2010 as Book Closure date for giving effect to the Scheme of Arrangement, and accordingly, dealing in the abovementioned securities of the company was done on ex-entitlement basis with effect from October 07, 2010.
4. The Information Memorandum containing all the information about the company can be viewed at http://www.bseindia.com/ipo/schema.asp or on the Company's Website on http://www.zeelearn.com
5. The share transfer documents should be sent to the registrar of the company at the address mentioned below:
SHAREPRO SERVICES (INDIA) PRIVATE LIMITED
(Contact Person: Mr. S. Abbas)
13 AB, Samhita Warehousing Complex, 2nd Floor,
Sakinaka Telephone Exchange Lane,
Off Andheri-Kurla Road, Sakinaka,
Andheri (East), Mumbai 400 072.
Phone No: (022) 6772 0300,
Fax: (022) 2859 1568,
E-mail: sharepro@vsnl.com
6. The Company's Financial Year ends on 31st March.
7. The shareholding pattern of the company post scheme of amalgamation is enclosed as Annexure I.
(As Per BSE Notice dated on 15.12.2010) | Powered by Capital Market - Live News |
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