| Titagarh Wagons Ltd has informed BSE that the Board of Directors of the Company at its meeting held on September 24, 2015, inter alia, has approved a Scheme of Amalgamation of its following owned subsidiaries with the Company:
1. Cimmco Equity Holdings Private Limited.
2. Titagarh Marine Limited alongwith its two wholly owned subsidiary Companies Corporate Shipyard Private Limited and Times Marine Enterprises Limited.
pursuant to the provisions of Sections 391 to 394 and other applicable provisions of the Companies Act 1956 (including any statutory modification, re-enactment or amendment thereof) (the Scheme') as per terms and conditions mentioned in the Scheme placed before the Board.
The Scheme is approved by the Board subject to the requisite approval of the members of the Company as may be directed by the Hon'ble High Court of Judicature at Kolkata and subject to all such requisite approvals from the relevant regulatory authorities and sanction of the Hon'ble High Court of Judicature at Kolkata.
The salient features of the proposed Scheme are as under:
1. The Appointment Date of the Scheme would be April 01, 2015.
2. All assets and liabilities of the amalgamating companies are to be transferred and vested in the Company.
3. No Shares of the company will be issued on amalgamation since the amalgamating companies are its wholly owned subsidiaries.
Titagarh Wagons Ltd has informed BSE that the Court Convened Meeting of the Shareholders of the Company was held on February 15, 2016 to consider approval of amalgamation of four Wholly Owned Subsidiaries of the Company viz. Cimco Equity Holdings Private Limited, Titagarh Marine Limited, Corporated Shipyard Private Limited and Times Marine Enterprises Private Limited with itself.
(As Per BSE Announcement Dated on 15.02.2016)
Titagarh Wagons Ltd has informed BSE regarding the details of Voting results at the Court Convened General Meeting of the Company held on February 15, 2016, under Regulation 44(3) of SEBI (LODR) Regulations, 2015.
Ordinary Resolution for approval of the Scheme of Amalgamation of Titagarh Marine Limited and Cimco Equity Holdings Private Limited and Corporated Shipyard Private Limited and Times Marine Enterprises Private Limited (the Transferor Companies) with Titagarh Wagons Limited (the Transferee Company) and their respective Shareholders and Creditors under Sections 391 to 394 and other applicable provisions, if any, of the Companies Act, 1956 and the Companies Act, 2013 as applicable and in terms of the requirement of SEBI Circular No. CIR/CFD/DIL/5/2013 dated 4th February 2013 read with SEBI Circular No. CIR/CFD/DIL/8/2013 dated 21st May 2013.
(As per BSE announcement dated on 17.02.2016)
Titagarh Wagons Ltd has informed BSE, vide letter dated May 23, 2016, regarding 'Merger of Subsidiaries-Order of Hon'ble High Court, Calcutta'.
(As per BSE Announcement dated on 23.05.2016)
Titagarh Wagons Ltd has informed BSE that the certified copy of the Order of Hon'ble High Court of Calcutta ('the Order') sanctioning the Scheme of Amalgamation ('the Scheme') of the Company's Wholly Owned Subsidiaries viz. Cimco Equity Holdings Private Limited, Titagarh Marine Limited, Times Marine Enterprises Private Limited and Corporated Shipyard Private Limited ('the Transferor Companies') with the Company has been duly filed (uploaded on the official portal MCA) and followed by hard copies thereof submitted to Registrar of Companies (West Bengal) on July 13, 2016. Therefore, pursuant to the said order the Scheme has become effective on and from July 13, 2016.
As earlier informed, the aforesaid amalgamation being of the Wholly Owned Subsidiaries, there will be no issue/allotment of any shares to the shareholder of the transferor companies and therefore no record date for the purpose is applicable.
(As Per BSE Announcement Dated on 13.07.2016) | | Powered by Capital Market - Live News |
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