(05-Sep-2018 Hours IST)
Pursuant to Regulation 30 read with Schedule III of the Listing Regulations, we inform you that the Board of Directors of the Company ('Board') at its meeting held on 5th September, 2018 have, inter alia, considered and approved the draft Scheme. With a view to streamline the promoter holding in WCL and to eliminate layer of promoter shareholder company, the scheme provides for merger of WPL, a promoter company and a shareholder of WCL, into WCL. Change of Appointed Date of the Scheme of Amalgamation of Welspun Pipes Limited with Welspun Corp Limited to October 26, 2018. (As Per BSE Announcement Dated on 21.12.2018) This is to inform you that the Board of Directors of the Company by passing a resolution on 30th January, 2019, have approved the change of Appointed Date of the Scheme from 26th October, 2018 to 25th January, 2019. Apart from the said change, there is no other change to the Scheme (including consideration clause). We request you to take the above on the record and oblige. If you require any further clarifications/informations, we would be happy to provide the same. (As Per BSE Announcement Dated On 31/01/2019) This is to inform that the meetings of the Equity shareholders, Secured Creditors and Unsecured Creditors convened pursuant to the order of the Hon''ble National Company Law Tribunal were held on March 7, 2019 for considering and approving the Scheme of Amalgamation of Welspun Pipes Limited with Welspun Corp Limited and their respective shareholders and creditors (the 'Scheme'). In that regard, we are submitting the following for your information and records: 1. Scrutinizer''s report on Combined Voting Results of the Business transacted at the National Company Law Tribunal convened Meeting of the equity shareholders of Welspun Corp Limited ('the Company') held on Thursday, 7th March, 2019; and 2. Scrutinizer''s report on Combined Voting Result, pursuant to Securities and Exchange Board of India Circular No. CIR/DIL3/CIR/2017/21 dated March 10, 2017 ('SEBI Circular') 3. Scrutinizer''s report for the meeting of the Secured Creditors. 4. Scrutinizer''s report for the meeting of the Unsecured Creditors. (As Per BSE Announcement Dated on 08.03.2019) This is to inform you that the order sanctioning the Scheme of Amalgamation of Welspun Pipes Limited ('WPL' or 'the Transferor Company') with Welspun Corp Limited ('WCL' or 'the Transferee Company') was pronounced by the Hon'ble National Company Law Tribunal ('NCLT'), Ahmedabad Bench on 10th May, 2019. (As Per BSE Announcement Dated On 11/05/2019) Further to the announcement made by the Company on 11th May, 2019 regarding Sanction of Scheme of Amalgamation of Welspun Pipes Limited ('WPL' or 'the Transferor Company') with Welspun Corp Limited ('WCL' or 'the Transferee Company') and their respective shareholders and creditors ('the Scheme') by the Hon'ble National Company Law Tribunal ('NCLT'), Ahmedabad Bench. In terms of clause 1.5 read with clause 18 of the Scheme, the Scheme has become effective on 10th May, 2019, being the date of sanction of the Scheme by the NCLT. The Board of Directors of the Company has fixed May 24, 2019 as the 'Record Date' for the purpose of determining the entitlement for issue of shares of the Company to the shareholders of WPL in the proportion of their shareholding in WPL. (As Per BSE Announcement Dated On 15/05/2019) This is in reference to the Scheme of Amalgamation of Welspun Pipes Limited ('WPL or 'the Transferor Company') with Welspun Corp Limited ('WCL' or 'the Transferee Company') and their respective shareholders and creditors ('the Scheme') approved and made effective by the Hon'ble National Company Law Tribunal ('NCLT'), Ahmedabad Bench, by passing order on May 10, 2019. The Board of Directors of the Company had fixed May 24, 2019 as the 'Record Date' for the purpose of determining the entitlement for issue of shares of the Company to the shareholders of WPL in the proportion of their shareholding in WPL. The Amalgamation Committee of the Board of Directors of the Company has today approved the allotment of 11,04,49,818 fully paid equity shares of Rs. 5/- each to Mr. Balkrishan Goenka, Trustee of Welspun Group Master Trust. The above 11,04,49,818 Equity Shares shall rank pari passu with the existing Equity Shares of the Company in all respects, including dividend entitlement. Further, the existing 11,04,49,818 Equity Shares held by the Transferor Company in the Share Capital of the Transferee Company have been cancelled pursuant to the said Scheme. Accordingly, the Issued, Subscribed and Paid-Up Equity Share Capital of the Company remains unchanged post above allotment and cancellation of Equity Shares, i.e. Rs. 1,32,61,30,545 (Rupees One Hundred and Thirty Two Crores Sixty One Lakhs Thirty Thousand Five Hundred and Forty Five Only) [comprising of 26,52,26,109 (Twenty Six Crores Fifty Two Lakhs Twenty Six Thousand One Hundred and Nine Only) Equity Shares of Rs.5/- each]. Please note that there is no change in the total promoter holding in the company pursuant to the said allotment. Kindly take note of the above. (As Per BSE Announcement Dated 27.05.2019)
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