(29-Apr-2005 Hours IST)
proposal of Amalgamation Hindustan Lever Ltd. has informed the Exchange that at the Board meeting held on April 29,2005, the Directors of the Company, inter alia, approved the proposal for amalgamation of Lipton India Exports Limited, Lever India Exports Limited, Merry Weather Foods Products Limited, Toc Disinfectants Limited and International Fisheries Limited, all subsidiaries of Hindustan Lever Limited, with the Company. Subject to obtaining the requisite approvals, the Board also approved the Scheme incorporating the proposed arrangement for amalgamation of the said companies with effect from January 1, 2005 and for this purpose a Committee of Directors have been appointed, inter alia, authorising them to file to requisite applications pursuant to Section 391-394 of the Companies Act, 1956 and take all requisite steps for implementation of the Scheme. Steps are now being taken to obtain the approval of the shareholders and the Hon'ble High Court of Judicature at Bombay for the Scheme of Amalgamation. It is proposed to synchronize the court convened meetings of the shareholders for this purpose with ensuing Annual General Meeting of the Company scheduled to be held on June 24, 2005 and applications seeking direction of the High Court in this regard are being made accordingly. The company has further informed that the respective Boards of Lipton India Exports Limited, Lever India Exports Limited, Merry Weather Foods Products Limited, Toc Disinfectants Limited and International Fisheries Limited have also met on April 29, 2005 independently and have approved of the Scheme of Amalgamation of the said companies with Hindustan Lever Limited, in terms of the Scheme. Hindustan Lever Ltd. has informed the Exchange that the Hon'ble High Court of Judicature of Bombay had convened three separate meetings of the shareholders of Hindustan Lever Limited (HLL) on July 29, 2005 to approve the following proposals: (1) The Scheme of Amalgamation of Lever India Exports Limited, Lipton India Exports Limited, Merryweather Food Products Limited, TOC Disinfectants Limited and International Fisheries Limited with HLL; The company has informed that the Honble High Court at Bombay has passed Orders on November 25, 2005 and the said Orders were issued on December 02, 2005, approving the Scheme of Amalgamation of Lever India Exports Ltd, Lipton India Exports Ltd, Merryweather Food Products Ltd, TOC Disinfectants Ltd and International Fisheries Ltd with the Company. The Orders have been filed with the Registrar of Companies, Maharashtra, Mumbai, on December 30, 2005, making it effective, with retrospective effect from the Appointed Date, viz. January 01, 2005, in case of Lipton India Exports Ltd, International Fisheries Ltd and Merryweather Food Products Ltd and April 01, 2005 in case of Lever India ExportsLtd and TOC Disinfectants Ltd. (As per BSE Bulletin dated on 30/12/2005) Hindustan Lever Ltd. had informed the Exchange that the Hon'ble High Court at Bombay has passed Orders on November 25, 2005 and the said Orders were issued on December 02, 2005, approving the Scheme of Amalgamation of Lever India Limited, Lipton India Exports Limited, Merryweather Food Products Limited, TOC Disinfectants Limited and International Fisheries Limited with Hindustan Lever Limited. The company has now informed that the earlier information needs to be ignored and the revised information is as follows: The Hon'ble High Court at Bombay has passed Orders on November 25, 2005 and the said Orders were issued on December 02, 2005, approving the Scheme of Amalgamation of Lever India Exports Limited, Lipton India Exports Limited, Merryweather Food Products Limited, TOC Disinfectants Limited and International Fisheries Limited with Hindustan Lever Limited. The Orders have been filed with the Registrar of Companies, Maharashtra, Mumbai on December 30, 2005, making it effective, with retrospective effect from the Appointed Date, viz January 01, 2005 in case of Lipton India Exports Limited, International Fisheries Limited and Merryweather Food Products Limited and April 01, 2005 in case of Lever India Exports Limited and TOC Disinfectants Limited. (As per NSE Bulletin dated on 02/01/2006) Trading members of the Exchange are hereby informed that the under mentioned new securities of Hindustan Lever Ltd. (Scrip Code: 500696, ISIN No: INE030A01027) are listed and permitted for trading on the Exchange with effect from Thursday, May 25, 2006. Securities 2,268 *Equity Shares of Re.1/- each issued to the shareholders of erstwhile Lever India Export Ltd., Lipton India Exports Ltd., Merryweather Food Products Ltd., TOC Disinfectants Ltd. and International Fisheries Ltd. pursuant to Scheme of Amalgamation of the Company. Dist. Nos. 2204847183 to 2204849450 * These shares are ranking pari-passu with the existing equity shares of the company. 2. 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 Bombay vide the Order dated November 25, 2005. b) Effective Date: January 01, 2005 c) Appointed Date: January 01, 2005 d) Date of Allotment: April 24, 2006 e) Exchange Ratio - For every 1 equity share of Rs.100/- held in the transferor company, viz; International Fisheries Ltd. 1 equity share of Re.1/- each of the company has been issued. Exchange Ratio - For every 500 equity shares of Rs.5/- held in the transferor company, viz; TOC Disinfectants Ltd. 1 equity share of Re.1/- each of the company has been issued. f) No new shares are issued for the amalgamation of Lever India Export Ltd., Lipton India Exports Ltd., and Merryweather Food Products Ltd. As these companies are wholly owned subsidiaries of the company. 3. The company's financial year ends on 31st December (As per BSE Bulletin dated on 24/05/2006)
Powered by Capital Market - Live News
home