Phoenix Mills Ltd has informed BSE that the Board of Directors of the Company at its meeting held on January 22, 2008, inter alia, have considered and approved the Scheme of Amalgamation of Ruia Real Estate Development Company Pvt Ltd ("RREDCPL")with the Company under Sections 391 and 394 of the Companies Act, 1956. The salient Features of the Scheme are as under: a. The Appointed Date for the merger is November 01, 2007. b. The share exchange ratio for the merger has been determined by independent valuers i.e M/s Dalal & Shah, Chartered Accountants. The share capital of the Company comprises of 2,71,35,756 equity shares of Rs 10/- each whereas the share capital of RREDCPL comprises of 10,00,000 equity shares of its 10/- each. Shareholders of RREDCPL will be given a total of 18,33,333 equity shares of Rs 10/- each making the total capital of the Phoenix Mills Ltd 2,89,69,089 equity shares of Rs 10/- each. This is based on the recommendation of the independent valuers, every shareholder of RREDCPL holding 6 equity shares will be issued 11 equity shares of Rs 10/- of the Company. (As per the exchange ratio determined in the aforesaid valuation report, Post sub-division of the face value of the equity shares of Company from Rs 10/- each to Rs 2/- each, every shareholder of RREDCPL holding 6 equity shares of Rs 10/- each will be issued 55 equity shares of Rs 2/- of the Company) c. The Merger Scheme is subject to requisite consent, approval of the requisite majority of the Shareholders, lenders, creditors of the Company, the Bombay High Court, and the permission or approval any other statutory or regulatory authorities, which by law may be necessary for the implementation of the Scheme. Further the Company informed that, Mr AshokKumar Ruia and / or Mr Atul Ruia, Directors have been authorized to file applications and other documents for approval of the Scheme with the Bombay Stock Exchange Ltd, National Stock Exchange of India Ltd, High Court of Judicatures at Bombay and other regulatory Authorities as may be required. Phoenix Mills Ltd has informed BSE that pursuant to the direction given by the Hon'ble High Court of Bombay, the Equity Shareholders at its meeting held on April 15, 2008, has approved the Scheme of arrangement proposed to be made between the Company and the shareholders of the Company in the nature of amalgamation of Ruia Real Estate Development Company Pvt Ltd with the Company ("the Scheme"). The Company has further informed that the Shareholders, in a separate Extraordinary General Meeting, have also approved the utilisation of Securities Premium account in the manner provided in the Scheme. (As per BSE Announcement Website dated on 15/04/2008) Phoenix Mills Ltd has informed BSE that the High Court has vide order passed on July 07, 2008 approved the Scheme of Arrangement between Ruia Real Estate Development Company Pvt Ltd with the Company. (As per BSE Announcement Website dated on 28/07/2008) Phoenix Mills Ltd has informed BSE that the Board of Directors of the Company at its Meeting held on August 04, 2008, inter alia, has considered and approved the following: - Allotment of 91,66,665 equity shares of Rs 2/- each to the shareholders of Ruia Real Estate Developers Pvt Ltd (RREDCPL) pursuant to the sanction of the Scheme of Arrangement between RREDCPL and the Company by the Hon'ble High Court, Bombay. (As per BSE Announcement Website dated on 04/08/2008) Trading members of the Exchange are hereby informed that the under mentioned new securities of The Phoenix Mills Ltd. (Scrip Code: 503100, ISIN No. INE211B01039) are listed and permitted for trading on the Exchange with effect from Wednesday, September 10, 2008 Securities 91,66,665 * Equity Shares of Rs.2/- each issued to the shareholders of Ruia Real Estate Development Company Pvt Limited (REDL) pursuant to the scheme of Amalgamation of the Company. Dist. Nos. 135678781 to 144845445 * These shares are ranking pari-passu with the existing equity shares of the company. 2. Trading members may please note that 22,91,667 equity shares issued in dematerialized form are under lock-in up to September 10, 2011. 3. The brief particulars of the Scheme of Arrangement are as mentioned below: a) The Scheme of Arrangement of the company was approved by the Hon'ble High Court of Judicature at Bombay vide its Order dated July 04, 2008 b) Appointed Date: November 01, 2007. c) Effective Date: July 25, 2008. d) Date of Allotment: August 04, 2008. e) Exchange Ratio: 55 equity shares of Rs.2/- each of the company for every 6 equity shares of Rs.10/- each held in REDL. 4. The company's financial year ends on 31st March.