Indian Petrochemicals Corporation Ltd (IPCL) has informed BSE that the Board of Directors of Reliance Industries Ltd (RIL) and the Company have unanimously approved the scheme of merger of the Company with RIL, subject to the necessary regulatory & shareholder approvals. RIL is India largest private sector Company with a leadership position in the petrochemicals industry while the Company is India's second largest Company in that sector. As part of the divestment program of the Government of India, RIL acquired 26% equity in the Company in the year 2002 and thereafter increased its holding to 46% through an open offer. Over the last five years of the Company's operations, with the support of Reliance management several initiatives were introduced to increase capacity utilization, reduce operating costs and improve financial management. This has resulted in ongoing improvement in financial and operating performance at the Company with revenue increasing from Rs 5,527 crore in FY 2001-02 to Rs 12,362 crore in FY 2005-06, a CAGR of 22% and net profit increasing from its 107 crore in FY 2001-02 to Rs 1,164 crore in FY 2005-06, a CAGR of 82%. The improvement in financials has led to significant improvement in the Company's capital structure, with the Company becoming debt free on net basis as compared to net debt of Rs 3,482 crore in March 2002. RIL has a diversified portfolio of businesses in the form of oil and gas, refining and marketing, petrochemicals, organized retail and development of Special Economic Zones. RIL has plans to make significant capital investments in all its core businesses to pursue growth opportunities. On the other hand, the Company's business portfolio predominantly consists of commodity polymers, which makes it prone to earnings volatility and cyclical risk. The merger provides shareholders of the Company an Opportunity to de-risk their investment by participating in the growth opportunities at RIL. The merger will be earnings accretive for RIL's shareholders at the proposed merger ratio. This is merger will also facilitate the integration of management resources with economic interest while providing for free flow of products and intellectual capital between the two Companies. The proposed merger is in line with industry trends, which will help achieving scale, size, integration, and enhanced financial strength along with the flexibility to pursue future growth opportunities, both organic and inorganic, within and outside India. Commenting on the merger, Mukesh D Ambani, Chairman & Managing Director, RIL, stated, "With this merger, I am happy to welcome all IPCL shareholders to the RIL family, this merger will create value through synergies and scale that shall enhance the sustainable competitive advantages of RIL. This merger will be earnings accretive for the shareholders of RIL and shall provide shareholders of IPCL an opportunity to participate in RIL's diversified business portfolio." Merger Details: The appointed date of merger of the Company with RIL is April 01, 2006. Under the terms of the proposed merger, the Company's shareholders will receive 1 share of RIL for every 5 shares of the Company held, by them. The exchange ratio has been determined on the basis of a Valuation Report by PricewaterhouseCooper and Ernst & Young, jointly appointed. JM Morgan Stanley and DSP Merrill Lynch are the Financial Advisors. Amarchand & Mangaldas & Suresh A Shroff & Company are the Legal Advisors. The share capital of RIL post merger shall increase from Rs 1,393.5 crore to Rs 1,453.6 crore. RIL's associate Companies hold 47.3% of the Company's equity share capital. These shares will be exchanged for equity shares of RIL having current market value of over Rs 3,700 crore, and will constitute 2% of the enhanced equity share capital of RIL. The associates will hold the shares for the benefit of all the shareholders of RIL and could monetize the economic value at an appropriate time in the future. These shares could be offered to financial or strategic investors in domestic or international markets. The Board of Directors of RIL approved an interim dividend of Rs 11 per share amounting to Rs 1,748 crore including dividend tax. The Board of Directors of the Company approved an interim dividend of Rs 6 per share amounting to Rs 206 crore including dividend tax. Reliance Industries Ltd has informed BSE that pursuant to the order made by the Hon'ble High Court of Judicature at Bombay, separate meeting of the Equity Shareholders, Secured Creditors (including Debentureholders) & Unsecured Creditors of the Company will be held on April 21, 2007, for the purpose of considering and, if thought fit, approving with or without modification(s), the Scheme of Amalgamation of Indian Petrochemicals Corporation Ltd with the Company. (As Per BSE Announcement Website Dated on 23/03/2007) Indian Petrochemicals Corporation Ltd (IPCL) has informed BSE that Shareholders, Secured Creditors and Unsecured Creditors of the Company at their Court Convened Meeting held on April 14, 2007, have approved the Scheme of Amalgamation of the Company with Reliance Industries Ltd (RIL). The Company on April 18, 2007 has filed petition seeking approval of the Hon'ble High Court of Judicature, Gujarat for sanction of the Scheme. (As Per BSE Announcement Website Dated on 19/04/2007) Reliance Industries Ltd has informed BSE that the Shareholders, Secured Creditors and Unsecured Creditors of the Company at their Court Convened Meeting held on April 21, 2007, have unanimously approved the Scheme of Amalgamation of Indian Petrochemicals Corporation Ltd (IPCL) with the Company. The Company has filed the petition seeking approval of the Hon'ble High Court of Judicature at Bombay for sanction of the Scheme of Amalgamation. Earlier, the Shareholders, Secured Creditors and Unsecured Creditors of IPCL had also overwhelmingly approved the scheme at the respective Court convened meetings held on April 14, 2007. (As Per BSE Announcement Website Dated on 24/04/2007) Reliance Industries Ltd has informed BSE that a Petition under Sections 391 to 394 of the Companies Act, 1956 for sanctioning the Scheme of Amalgamation of Indian Petrochemicals Corporation Ltd with the Company was presented by the Company, on April 23, 2007 and the same was admitted by the Hon'ble High Court of Judicature at Bombay on April 27, 2007. The aforesaid Petition is fixed for hearing before the Hon'ble Judge taking Company matters on June 08, 2007. (As per BSE Announcement website dated on 21/05/2007) Indian Petrochemicals Corporation Ltd (IPCL) has informed BSE that the Hon'ble High Court of Gujarat at Ahmedabad has approved the Scheme of Amalgamation of the Company with Reliance Industries Ltd ('the Scheme') vide Order dated August 16, 2007. The said Order was made available on the website of the Hon'ble Gujarat High Court on September 02, 2007. However, certified copy of this Order is yet to be received by the Company. Earlier, the Hon'ble High Court of Judicature at Bombay has also approved the Scheme vide Order dated date June 12, 2007 as modified vide Order dated July 11, 2007, which was made available on August 14, 2007. (As Per BSE Announcement Website Dated on 03/09/2007) SUB. :- Scheme of Amalgamation of Indian Petrochemicals Corporation Ltd. (Scrip Code 500105) Trading members of the Exchange are hereby informed that, Reliance Industries Ltd. has fixed the Record Date for Indian Petrochemicals Corporation Ltd. for the purpose of amalgamation of Indian Petrochemicals Corporation Ltd. with Reliance Industries Ltd. Trading members are advised not to deal in the equity shares of Indian Petrochemicals Corporation Ltd. with effect from the under mentioned date. COMPANY NAME CODE Indian Petrochemicals Corporation Ltd. 500105 & 600105 RECORD DATE 12/10/2007 NO DEALINGS FROM 05/10/2007 DR-132/2007-2008 PURPOSE The Scheme of Amalgamation of Indian Petrochemicals Corporation Ltd. with Reliance Industries Ltd.: - Reliance Industries Ltd. will issue and allot to the shareholders of Indian Petrochemicals Corporation Ltd. in the ratio of ONE fully paid up equity share of Rs.10/- each of Reliance Industries Ltd. for every FIVE Equity Shares of Rs.10/- each held in Indian Petrochemicals Corporation Ltd. Trading Members of the Exchange are requested to take note of it. (As per BSE Notice dated on 11/09/2007) Reliance Industries Ltd has informed BSE that pursuant to the Scheme of Amalgamation of Indian Petrochemicals Corporation Ltd (IPCL) with Reliance Industries Ltd (the Company / RIL), the Company on October 13, 2007 has issued and allotted 6,01,40,560 fully paid up equity shares of Rs 10/- each to the shareholders of the erstwhile IPCL as on the record date, i.e., October 12, 2007, in the ratio of 1 (one) equity share of RIL for every 5 (five) equity shares of IPCL. (As Per BSE Announcement Website Dated on 13/10/2007) Trading members of the Exchange are hereby informed that the under mentioned new securities of Reliance Industries Limited (Scrip Code: 500325, ISIN No: INE002A01018) are listed and permitted for trading on the Exchange with effect from Monday, October 22, 2007. Securities 6,01,40,560* Equity Shares of Rs.10/- each issued to shareholders of erstwhile Indian Petrochemicals Corporation Limited pursuant to the Scheme of Amalgamation of the Company. Dist. Nos. 1930287085 to 1990427644 These shares are ranking pari-passu with the old equity shares of the company. 2. Trading members may please note that 17,29,606 Equity shares bearing distinctive no. 1988698039 to 1990427644 issued pursuant to the scheme of amalgamation, are under lock-in up to 02.11.2009 and therefore these shares would not be good delivery in the market till then. 3. 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 its orders dated June 12, 2007, July 11, 2007 and by the Hon'ble High Court of Gujarat vide its order dated August 16, 2007. b) Appointed Date: April 01, 2006. c) Effective Date: September 05, 2007. d) Date of Allotment: October 13, 2007. e) Exchange Ratio - For every 5 (five) fully paid up equity shares of Rs.10/- each fully paid up held in erstwhile Indian Petrochemicals Corporation Limited, 1 (One) fully paid up equity share of Rs.10/- each of the company have been issued. 4. As per Exchange Notice No. 20070911-31 dated September 11, 2007, the transferor company viz. Indian Petrochemicals Corporation Limited has fixed "Record Date" as October 12, 2007, for giving effect to the Scheme. 5. The company's financial year ends on 31st March. (As per BSE Notice dated on 19/10/2007)