Scheme of Arrangement between the Company and Digidrive Distributors Limited and their respective shareholders and creditors under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ('Act') ('Scheme')
Intimation of Newspaper Publication for hearing of Petition filed before the Hon'ble National Company Law Tribunal, Kolkata Bench
(As Per BSE Announcement Dated on 14.04.2023)
Pursuant to Regulation 30 of the under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations. 2015 ('SEBI Listing Regulations') and further to our intimation dated 30th March, 2022 and 18th November, 2022, we are pleased to inform you that the Hon''ble National Company Law Tribunal, Kolkata Bench ('Tribunal') vide its order dated 22nd June 2023 has sanctioned the Scheme of Arrangement between Saregama India Limited and Digidrive Distributors Limited and their respective shareholders and creditors, under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ('Scheme'). A copy of the order issued by the Tribunal sanctioning the Scheme is available on the website of the Tribunal and the Company, respectively. However, the certified copy of the order is awaited. Upon receipt of the certified copy of the order, further steps to give effect to the Scheme shall be undertaken.
(As Per BSE Announcement dated on 22.06.2023)
This is with further reference to our intimation dated 22nd June, 2023, wherein we had informed that the Hon''ble National Company Law Tribunal, Kolkata Bench ('Tribunal') vide its order dated 22nd June, 2023 has sanctioned the Scheme of Arrangement between Saregama India Limited ('Company') and Digidrive Distributors Limited and their respective shareholders and creditors, under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ('Scheme'). We would like to inform you that, today i.e. 26th June, 2023, the Company has received the certified copy of the order of the Hon'ble Tribunal sanctioning the Scheme. A certified copy of the order issued by the Hon'ble Tribunal sanctioning the Scheme is available on the website of the Company. The Company will notify the stock exchanges when the Scheme is made effective and Record Date fixed for determining eligible shareholders receiving equity shares of Digidrive Distributors Limited under the Scheme.
(As Per BSE Announcement dated on 26.06.2023)
Saregama India Limited has informed the Exchange about an update on the Scheme of Arrangement.
In furtherance to our intimations dated 30th March 2022, 18th November 2022, 22nd June 2023 and 26th June 2023, we would like to inform you that the Scheme of Arrangement between Saregama India Limited ('Demerged Company/Company') and Digidrive Distributors Limited ('Resulting Company') and their respective shareholders and creditors, under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ('Scheme'), has been made effective on 12th July, 2023.
In terms of the Scheme, the Demerged Undertaking, being the E-Commerce Distribution Business along with other identified non-core assets (as defined in the Scheme) is being demerged, transferred and vested from the Demerged Company into the Resulting Company, on a going concern basis (with effect from the Appointed Date 1st April, 2022) and in consideration thereof, the Resulting Company shall issue its equity shares to the equity shareholders of the Company in the manner as provided for in the Scheme as follows:
1 (One) fully paid up equity share of INR 10/- (Indian Rupees Ten only) each of the Resulting Company, credited as fully paid up, for every 5 (Five) equity shares of INR 1/- (Indian Rupees One only) each held in the Company
Accordingly, in terms of the Scheme, upon such allotment, the entire pre-scheme share capital of the
Resulting Company as held by the Company, shall be cancelled and the Resulting Company will cease to be a subsidiary of the Company.
Pursuant to the Scheme becoming effective and upon the investment held by the Company in Open Media Network Private Limited ('OMNPL') being demerged and transferred as part of the E-Commerce Distribution Business along with other identified non-core assets to the Resulting Company, OMNPL will cease to be a subsidiary of the Company.
The Company will intimate the stock exchanges as and when the Record Date is fixed, in furtherance of the Scheme, for the purpose of determining the shareholders of the Company, who will receive the equity shares of the Resulting Company, pursuant to the Scheme. The said equity shares issued by the Resulting Company will be subsequently listed on the BSE Limited and the National Stock Exchange of India Limited.
You are requested to kindly take the abovementioned on record and oblige.
(As Per BSE Announcement Dated on 13.07.2023)
The Company has fixed Thursday, 27th July, 2023 as record date for determining the Shareholders of the Company who will receive Equity shares of the Resulting Company, pursuant to Scheme.
(As Per BSE Announcement Dated on 15.07.2023)
Trading Members of the Exchange are hereby informed that, pursuant to the Scheme of Arrangement for Demerger as approved by the Hon'ble National Company Law Tribunal, Kolkata Bench, Saregama India Ltd has fixed Record Date for the purpose of determining the entitlement of the Shareholders of the Company, as per details given below: -
COMPANY NAME
CODE
Saregama India Ltd
(532163)
RECORD DATE
27/07/2023
PURPOSE
As per Scheme of Arrangement for Demerger as sanctioned by the Hon'ble National Company Law Tribunal, Kolkata Bench, between: Saregama India Ltd, (Demerged Company) and Digidrive Distributors limited (Resulting Company), and their Respective Shareholders and Creditors: -
Upon the coming into effect of the aforesaid Scheme and in consideration of the transfer and vesting of the Demerged Undertaking being the E-Commerce Distribution business from Saregama India Ltd (Demerged Company) INTO Digidrive Distributors Ltd(Resulting Company);
Digi drive Distributors Ltd shall issue and allot Equity Shares to the Shareholders of Saregama India Ltd in the following proportion:-
'1 (One) Fully Paid-Up Equity Share of Rs. 10/- each of Digidrive Distributors Ltd to be credited as Fully Paid-Up for every 5 (Five) Equity Shares of Re.1/- each held in Saregama India Ltd '
EX-ENTITLEMENT FROM
DATE &
SETT. NO.
27/07/2023
DR-580/2023-2024
Note
(1)Pursuant to SEBI Circular No. SEBI/Cir/ISD/1/2010 dated November 2, 2010, Trading members are hereby informed that the trading in the Equity Shares of the aforesaid Company shall be transferred from A' group to T' group w.e.f. 27th July, 2023, and
(2) Pursuant to SEBI Circular No. CIR/MRD/DP/01/2012 dated January 20, 2012, the aforesaid scrip shall be a part of Call Auction in Pre-open Session (Special Pre- open Session (SPOS)) on 27th July, 2023. For further information on SPOS, the trading members are requested to refer to the Exchanges notice no. 20120216-29 dated February 16, 2012 on Enabling Special Pre-open Session
Subject to compliance with requisite formalities, the shares of Resulting Company i.e. Digidrive Distributors Ltd will be listed on BSE Limited.
(As Per BSE Notice Dated on 21.07.2023)
Please find enclosed the communication being issued for general guidance of the shareholders of Sareagama India Limited ('Company') in relation to the method of calculation of the cost of acquisition of the Company''s shares between the equity shares of the Company and Digidrive Distributors Limited pursuant to the Scheme of Arrangement between Saregama India Limited and Digidrive Distributors Limited and their respective shareholders and creditors, under Section 230 to 232 and other applicable provisions of the Companies Act, 2013 ('Scheme'). The same is also posted on the website of the Company.
(As Per BSE Announcement Dated on 04.08.2023)
Please refer to the attached PDF
(As per BSE Announcement Dated on 08/01/2024) | Powered by Capital Market - Live News |
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