Shriram Transport Finance Co. Ltd. has informed the Exchange that at the meeting held on January 31, 2006, the Board has given its inprinciple approval for proposals relating to restructuring/reorganisation (including merger / amalgamation) of Shriram Overseas Finance Ltd with the Company. Inter alia, has, subject to all requisite approvals and sanctions of the members, creditors and regulatory authorities as may be required, approved the Scheme of Amalgamation of Shriram Overseas Finance Ltd with the Company. The Appointed Date has been fixed as April 01, 2005. Based on the valuation report of Ernst and Young Pvt Ltd, the Board has approved the share exchange ratio of 3 equity shares of Rs 10 each fully paid up of the Company for 5 equity shares of Rs 10 each fully paid up of Shriram Overseas Finance Ltd. (As per BSE Bulletin dated on 08/03/2006) Shriram Transport Finance Company Ltd has informed BSE that pursuant to the order of the Hon'ble High Court of Judicature at Madras, a meeting of the Equity Shareholders of the Company will be held on August 31, 2006, for the purpose of considering, and if thought fit, approving, with or without modification, the arrangement embodied in the Scheme of Amalgamation proposed to be made between Shriram Overseas Finance Ltd and the Company and their respective shareholders. (As Per BSE Bulletin Dated on 21/08/2006) Shriram Transport Finance Company Ltd has informed BSE that the Scheme of Amalgamation of Shriram Overseas Finance Ltd (SOFL) with the Company has been sanctioned and the Order thereof has been pronounced by the Hon'ble High Court of Judicature at Madras on December 01, 2006. The Scheme of Amalgamation has fixed April 01, 2005 as the ppointed Date' for giving effect to the scheme, and consequently, Shriram Overseas Finance Ltd has been dissolved without being wound up. Certified copy of the said Order is awaited. In the meanwhile, SOFL had obtained permission from the Registrar of Companies, Tamil Nadu to convene and hold its Annual General Meeting on or before December 31, 2006, which otherwise should have been held on or before September 30, 2006. Hence, prior to the pronouncement of the aforesaid Order and as required under the Companies Act, 1956, SOFL, by its letter dated 30 November 2006, had sent intimation to the Exchanges about its Annual General Meeting to be held on December 30, 2006 and Book Closure dates for AGM purpose. As the transferor Company, i.e., SOFL is dissolved without being wound up as a consequence of the aforesaid Order of the Honorable Court, SOFL will not be able to convene and hold its Annual General Meeting as intimated to the Exchanges. Hence, the intimation sent by SOFL may please be treated as withdrawn and cancelled due to the operation of law. Though, the Scheme of amalgamation as sanctioned by the Honorable High Court envisages that this Company shall fix a Record Date for determining the shareholders to whom the shares are to be allotted by this Company consequent to the Order, by way of good Corporate Governance Practice, the Company has invited all the shareholders of SOFL to attend the 27th Annual General Meeting of the Company to be held on 30 December, 2006 at Anna Salai, Chennai though the post merger allotment of company's shares to the Shareholders of SOFL have not yet been made. The Record Date for ascertaining the entitlement of shares of the company consequent to the amalgamation as well as dividend (to the shareholders of SOFL) will be fixed soon in consultation with the Exchanges. The post merger financial Results of the Company, as a merged entity, for the half-year ended on September 30, 2006 and for the year ended March 31, 2006, as approved by the Board, at its meeting held on December 02, 2006 were sent to all the Exchanges where the securities of the Company are listed. (As Per BSE Announcement Website Dated On 12/12/2006) Shriram Transport Finance Co. Ltd. has informed the Exchange that: "Intimation be and is hereby given that 9th February 2007 to be considered as the Record Date for the purpose of Payment of Dividend and for the Allotment of shares to the Shareholders of Shriram Overseas Finance Limited (SOFL), consequent to its merger with the Company vide High Court Order dated 1st December 2006 of the High Court of Judicature at Madras, w.e.f. 1st April 2005 as the Appointed Date of Merger. Therefore, kindly note that - 1) As per the sanctioned scheme of Amalgamation, as referred above, the SOFL shareholders are eligible for the Dividend declared during the year 2005-06 and any dividend declared thereafter, as the appointed date of merger being 1st April 2005; 2) Accordingly, SOFL shareholders are eligible for following dividends, the provisions for the same have already been made by the Company,: a) Date of Declaration - 30th November 2005, % of Dividend - 10% Equity Dividend; b) Date of Declaration - 28th June 2006, % of Dividend - 20% Equity Dividend; c) Date of Declaration - 29th November 2006, % of Dividend - 10% Equity Dividend. 3) Consequent to the said Amalgamation as sanctioned by the High Court, shares of the Company are to be allotted to SOFL shareholders in the share exchange ratio of three equity shares of the Company as fully paid-up for every five equity shares, fully paid-up, held in the share capital of SOFL". (AS Per NSE Bulletin Dated on 23/01/2007) Trading members of the Exchange are hereby informed that the under mentioned new securities of Shriram Transport Finance Company Limited (Scrip Code: 511218, ISIN No: INE721A01013) are permitted for trading on the Exchange with effect from Tuesday, April 17, 2007. Securities 1,86,45,886* Equity Shares of Rs.10/- each issued to shareholders of erstwhile Shriram Overseas Finance Limited pursuant to the Scheme of Amalgamation of the Company. Dist. Nos. 156314831 to 174960716 * These shares are ranking pari-passu with the old equity shares of the company. 2. Trading members may please note that 72,36,886 equity shares of the company are under lock-in as per details given below. The company has confirmed that in respect of equity shares issued in physical form the respective share certificate have been enfaced with a stamp regarding its non-transferability whereas in respect of equity shares issued in demat the necessary corporate action has been executed to have lock-in period marked in the depository's record. The details of non-transferable shares are given below : Number of Shares Details of Dist. Nos. Date upto which lock in 22,49,640 159985857-162235496 20.04.2008 360 162241977-162242336 20.04.2008 13,15,860 Demat 20.04.2008 7,50,000 159235857-159985856 20.04.2010 29,21,026 156314831-159235856 02.02.2009 72,36,886 Total 3. The brief particulars of the Scheme of Amalgamation are as mentioned below: a) The Scheme of Amalgamation of the company was approved by the Hon'ble High Court of Madras and Bombay vide its orders dated December 01, 2006. b) Appointed Date: April 01, 2005. c) Effective Date: December 11, 2006. d) Date of Allotment: February 12, 2007. e) Exchange Ratio - For every 5 (five) fully paid up equity shares of Rs.10/- each held in erstwhile Shriram Overseas Finance Limited, 3 (three) fully paid up equity shares of Rs.10 /- each of the company have been issued. 3. As per Exchange Notice No. 20070123-20 dated January 23, 2007, the transferor company viz. Shriram Overseas Finance Limited has fixed "Record Date" as February 09, 2007 for giving effect to the Scheme and accordingly, trading in the shares of the said transferor company was stopped with effect from February 02, 2007 4. The company's financial year ends on 31st March. (As per BSE Notice dated on 16/04/2007)