(07-Dec-2009 Hours IST)
Binny Ltd has informed BSE that the Board of Directors of the Company at its meeting held on December 05, 2009, has approved the draft scheme of arrangement to be filed with the High Court of Madras. As per the Scheme of Arrangement, 1. The Properties Undertaking will be demerged to SV Global Mill Ltd. & the Agencies & Services Undertaking will be demerged to Binny Mills Ltd. 2. For every 7 equity shares of Rs. 5/- each of Binny Ltd., the shareholders will receive 7 equity shares of Rs. 5/- each fully paid up in SV Global Mill Ltd. and 1 equity share of Rs. 10/- each fully paid up in Binny Mills Ltd. 3. Post demerger, both SV Global Mill Ltd., and Binny Mills Ltd. shall seek listing on the stock exchanges. 4. The Scheme of Arrangement shall be subject to the approval of the shareholders, High Court, Stock Exchanges & other regulatory & statutory authorities. Binny Ltd has informed BSE the equity shareholders of the Company at its Court Convened Meeting held on March 10, 2010, inter alia, has approved the following resolutions: 1. The following resolutions for modification were carried both in number of equity shareholders attended and voted and value of equity shares : -The following sentence be inserted at the end of Clause 5.20 of the Scheme of Arrangement 'The shares allotted pursuant to the scheme shall remain frozen in the depositories system till listing / trading permission is given by the designated stock exchange' - The words 'One hundred and thirty eight' be substituted in 5.7.1 (c) in place of 'One thousand and thirty eight'. 2. The following resolutions was carried both in number of equity shareholders attended and voted and value of equity shares : - Subject to such approvals as may be necessary from the Hon'ble High Court of Judicature at Madras under Section 391 to 394 and other applicable provisions, if any, of the Companies Act, 1956 and such other statutory or other authorities, the Scheme of Arrangement amongst M/s. Binny Ltd (Demerged Company) and M/s. S V Global Mill Ltd (Resulting Company-1) and M/s. Binny Mills Ltd (Resulting Company II) and their respective shareholders and creditors as amended by the shareholders (a copy of which is placed before the meeting and for the purpose of identification initialed by the Chairman of the meeting) be and is agreed and approved. (As Per BSE Announcement Website dated on 16.03.2010) SUB. :- Scheme of Arrangement of Binny Ltd. (Scrip Code 514215) Trading Members of the Exchange are hereby informed that, Binny Ltd. has fixed the Record Date for the purpose of determining entitlement to the shareholders of the company pursuant to the Scheme of Arrangement of the company. PHYSICAL SECURITIES - PHYSICAL IN COMPULSORY ROLLING COMPANY NAME CODE Binny Ltd. (514215) RECORD DATE 28/05/2010 PURPOSE Scheme of Arrangement: - (i) Demerger of the Properties Undertaking of Binny Ltd and its vesting in SV Global Mill Ltd. and Upon coming into effect of the Scheme and in consideration of the transfer of :- (i) the Properties Undertaking of Binny Ltd. to SV Global Mill Ltd.; SV Global Mill Ltd shall issue and allot in the ratio of 7 (SEVEN) Equity Shares of Rs.5/- each fully paid up of SV Global Mill Ltd. for every 7 (SEVEN) Equity Shares of Rs.5/- each held in Binny Ltd. EX-ENTITLEMENT DATE & SETT. NO. 14/05/2010 DR-032/2010- 2011 Note: The scrip will be in No Delivery from 14/05/2010 (DR-032/2010-2011) to 02/06/2010 (DR-045/2010-2011). Trading Members of the Exchange are requested to take note of it. (As Per BSE Notice Dated on 12.05.2010)
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