(24-Jan-2018 Hours IST)
The Board of Directors of the Company on recommendation of the Audit Committee has considered and approved the Composite Scheme of Arrangement among Adani Gas Holdings Limited ('AGHL') and Adani Gas Limited ('AGL') and Adani Enterprises Limited ('AEL' or 'the Company') and their respective Shareholders and Creditors (the 'Scheme') under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, The Scheme inter alia, provides: (a) Amalgamation of AGHL ('Transferor Company') with AGL ('Transferee Company' or 'Resulting Company') pursuant to the provisions of sections 230 to 232 and other applicable provisions of the Companies Act, 2013; and (b) Subject to (a) above i.e., upon amalgamation of the Transferor Company with the Transferee Company becoming effective, demerger of the Gas Sourcing and Distribution Business (as defined in the Scheme) of AEL ('Demerged Company') and transfer of the same to AGL ('the Resulting Company') pursuant to the provisions of sections 230 to 232 and other applicable provisions of the Companies Act, 2013. (c) Pursuant to the demerger as (b) above, AGL will issue Equity Shares to the shareholders of AEL in share exchange ratio of 1 (one) equity share of Re. 1/- (Rupee One only) each of AGL credited as fully paid up for every 1 (one) equity share of Re. 1/- (Rupee One only) each held by shareholders of AEL as on record date to be decided by AEL. (d) Equity Shares of AGL will be listed on BSE Limited and National Stock Exchange of India Limited subject to necessary approvals. The Scheme is subject to requisite Statutory and Regulatory approvals and sanction by the respective shareholders and creditors of each the companies involved in the scheme. Fixation of Record date for the purpose of issuance of equity shares pursuant to the Composite Scheme of Arrangement among Adani Gas Holdings Limited (''AGHL'') and Adani Gas Limited (''AGL'') and Adani Enterprises Limited (''AEL'') and their respective shareholders and creditors (''the Scheme''). (As Per BSE Announcement Dated on 28.08.2018) Trading Members of the Exchange are hereby informed that, pursuant to the Scheme of Arrangement (Demerger) approved by the Hon'ble National Company Law Tribunal, Ahmedabad Bench, Adani Enterprises Limited has fixed the Record Date for the purpose of determining entitlement of the shareholders of the Company, as per details given below: COMPANY NAME CODE Adani Enterprises Limited. (512599) RECORD DATE 07/09/2018 PURPOSE As per Scheme of Arrangement sanctioned by the Hon'ble National Company Law Tribunal, Ahmedabad Bench, between, Adani Enterprises Limited, Adani Gas Holdings Limited and Adani Gas Limited (Resulting Company) And Their Respective Shareholders And Creditors: - Upon the coming into effect of the aforesaid Scheme and in consideration of the demerger of the Gas Sourcing and Distribution business into Adani Gas Limited pursuant to this Scheme : Adani Gas Limited shall issue and allot equity shares at par on a proportionate basis to the shareholders of Adani Enterprises Limited in the following proportion : '1 (ONE) fully paid up equity share of Adani Gas Limited shall be issued and allotted for every 1 (One) fully paid up equity share held in Adani Enterprises Limited.' EX-ENTITLEMENT FROM DATE & SETT. NO. 06/09/2018 DR-113/2018-2019 Note: Pursuant to SEBI Circular No. SEBI/Cir/ISD/1/2010 dated September 2, 2010, Trading members are hereby informed that the trading in the equity shares of the aforesaid company shall be a part of Call Auction in Pre-open Session on September 06, 2018. Subject to compliance with requisite formalities the shares of resulting company Adani Gas Limited will be listed on BSE Limited. (As Per BSE Notice Dated on 03.09.2018) Apportionment of Cost of Acquisition of Equity Shares of Adani Enterprises Limited (''AEL'' or ''the Company'') / Adani Gas Limited (''AGL'') pursuant to the Composite Scheme of Arrangement (As Per BSE Announcement Dated on 17.09.2018)
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