United Spirits Ltd has informed BSE that the Board of Directors of the Company at its meeting held on November 29, 2008, has considered and approved the proposal of merger of Balaji Distilleries Ltd ('BDL') into United Spirits Ltd ('USL') with effect from April 01, 2009 subject to the necessary approvals. - Share Exchange Ratio: Taking into consideration the equity share exchange ratio recommended by the valuers i.e. Grant Thomton and Lodha & Co., for the merger of BDL into USL, the exchange ratio for equity shareholders of BDL has been approved by the Board of Directors of USL and BDL as under 2 (Two) Equity Shares of Rs 10/- (Rupees Ten only) each of USL for every 55 (Fifty Five) Equity Shares of Rs 10/- (Rupees Ten only) each held in BDL. In addition, the exchange ratio for preference shareholders of BDL has been approved by the Board of Directors of USL and BDL as under: 1 (One) 12.5% Redeemable Preference Share of Rs 10/- (Rupees Ten only) each of USL redeemable in March 2014 for every 2 (Two) 6% Optionally Convertible Cumulative Redeemable Preference Shares of Rs 10/- (Rupees Ten only) each held in BDL. 1 (One) 12.5% Redeemable Preference Share of Rs 10/- (Rupees Ten only) each of USL redeemable in March 2014 for every 2 (Two) 12.5% Cumulative Redeemable Preference Shares of Rs 10/- (Rupees Ten only) each heldin BDL. - II. APPROVAS The Scheme is subject to requisite consent, approval of the requisite majority of the shareholders of USL, the necessary permission from lenders and/ or creditors as may be required, the Hon'ble Board for Industrial & Financial Reconstruction (BIFR), as BDL is a Sick Company under the Sick Industrial Companies (Special Provisions) Act, 1985, and the permission or approval of any other statutory or regulatory authorities which by law may be necessary for the implementation of the Scheme. Balaji Distilleries Ltd has informed BSE that the Board of Directors of the Company at its meeting held on November 29, 2008, has considered and approved the proposal of merger of Balaji Distilleries Ltd ('BDL') into United Spirits Ltd ('USL') with effect from April 01, 2009 subject to the necessary approvals. United Spirits Ltd has informed BSE that the Hon'ble Appellate Authority for Industrial and Financial Reconstruction ('AAIFR'). vide its order dated November 29, 2010, sanctioned the Rehabilitation Scheme ('Scheme') inter alia, containing the Scheme of Arrangement between Balaji Distilleries Ltd. ('BDL'), Chennai Breweries Pvt. Ltd. ('CBPL') and United Spirits Ltd. (§SL' or the Company') and their respective shareholders and creditors; The Scheme inter alia envisages the following; - Appointed Date of the Scheme is April 01, 2009; - Transfer of all the assets and liabilities relating to the brewery division of BDL to CBPL., a wholly owned subsidiary of BDL: - Merger of BDL (other than the brewery division undertaking) with USL on a going concern basis; and - In consideration, USL shall issue equity shares to the shareholders of BDL as per the scheme approved; The Company will take all necessary steps to make the scheme effective / operational. (As Per BSE Announcement Website dated on 06.12.2010) United Spirits Ltd has informed BSE regarding a Press Release dated December 06, 2010 titled 'Merger of Balaji Distilleries Ltd into United Spirits Ltd Approved.' Press Release: 'Balaji Distilleries Ltd (BDL) has been an exclusive Contract Manufacturing Unit for United Spirits Ltd (USL) and United Breweries Ltd (UBL) ever since its inception in 1983. BDL has a large state-of-the-art distillery and brewery on the outskirts of Chennai. The Appellate Authority for Industrial and Financial Reconstruction (AAIFR) has sanctioned the rehabilitation scheme ('Scheme') of BDL vide their order dated November 29, 2010. Under the scheme of arrangement cleared by the AAIFR, - The transfer of all the assets and liabilities relating to the Breweries Division of BDL to Chennai Breweries Pvt. Ltd. (CBPL), a wholly owned subsidiary of BDL, and - The merger of BDL with USL on a going concern basis, will now take place with effect from April 01, 2009. In consideration of the above, USL shall issue equity shares of USL to the shareholders of. BDL as per the scheme approved at 2 shares of USL for every 55 shares held in BDL. CBPL will become a 100% owned subsidiary of USL. The Company will take all necessary steps to make the' Scheme effective. The distillery has a capacity of producing 12 million cases per annum while the brewery has a capacity of 12 million dozens expandable to about 18 million dozens each year with marginal investment. USL sells about 12 million cases of spirits in Tamil Nadu. This market is one of the largest and strategically important markets for USL as it accounts for over 12% of the national volumes of USL Despite the importance of this market, USL did not own a production facility in the State, depending solely on contract manufacturing arrangements. The Tamil Nadu market which represented around 17% of the national IMFL market for the last fiscal has been growing at around 15% each year. In terms of profitability too, the market ranks 4th in terms of overall contribution to USL's bottom line. Financial results of BDL for the half-year ended September 30, 2010 reflected an EBIDTA of Rs.31.7 crore on a Net Sales/Income of Rs.382 crore. PAT (including exceptional and nonrecurring items of Rs.53 crore) was Rs.65 crore for this 6-month period. However, it must be noted that as is the case with all contract manufacturing arrangements, the contribution from the sale of IMFL brands produced by BDL at its distillery are already captured in the results of USL.' (As Per BSE Announcement Website dated on 07.12.2010) Balaji Distilleries Ltd has informed BSE that the Board of Directors of the Company at its meeting held on December 08, 2010 has taken on record the order of Hon'ble AAIFR dated November 29, 2010 vide which the Hon'ble AAIFR has sanctioned the Rehabilitation Scheme ('Scheme') interalia containing the Scheme of Arrangement between Balaji Distilleries Ltd. ('BDL' or 'the Company'), Chennai Breweries Pvt. Ltd. ('CBPL') and United Spirits Ltd. ('USL') and their respective shareholders and creditors. The Scheme inter alia envisages the following: - Appointed Date of the scheme is April 01, 2009; - Transfer of all the assets and liabilities relating to the brewery division undertaking of the Company to CBPL, a wholly owned subsidiary of the Company; - Merger of BDL (other than the brewery division undertaking) with USL on a going concern basis; - In consideration, USL to issue equity shares to the shareholders of BDL as per the scheme approved; and - Reliefs and concessions from various government departments, statutory bodies, agencies etc. The Company is taking necessary steps to give effect to the order and making it operational. (As Per BSE Announcement Website dated on 08.12.2010) United Spirits Ltd has informed BSE that upon the filing of the certified true copy of the order of the Hon'ble Appellate Authority for Industrial and Financial Reconstruction by CBPL, BDL and the Company with the respective Registrar of Companies, the Scheme of Arrangement between Balaji Distilleries Limited (BDL). Chennai Breweries Private Limited ('CBPL') and United Spirits Limited (§SL' or the Company'), and their respective Shareholders and Creditors (the cheme') has become effective from December 27, 2010. As per the Scheme, the share exchange ratio for the merger of BDL (other than brewery division undertaking), into the company Is as follows; USL shall issue and allot 2 (two), fully paid up equity shares of the face value of Rs. 10/- (Rupees ten only), each in USL, for every 55 (fifty five), fully paid up equity shares of the face value of Rs. 10/- (Rupees Ten only), each held in BDL. (As Per BSE Announcement Dated on 27.12.2010) Balaji Distilleries Ltd has informed BSE that the Company had received certified copy of the order of the Hon'ble Appellate Authority for Industrial and Financial Reconstruction, sanctioning the Rehabilitation Scheme inter alia, containing the Scheme of Arrangement between Balaji Distilleries Limited ('BDL'), Chennai Breweries Private Limited ('CBPL') and United Spirits Limited ('USL' or 'the Company') and their respective shareholders and creditors as the case may be. The Company, CBPL and USL have filed the certified true copy of the order of the Hon'ble AAIFR with the respective Registrar of Companies and accordingly the Scheme has become effective from December 27, 2010. Further, USL, in its meeting of the Committee of Directors, has fixed January 10, 2011 as the Record Date for issue of shares of USL to the shareholders of the Company. (As Per BSE Announcement Dated on 30.12.2010) SUB. : - Scheme of Arrangement of Balaji Distilleries Ltd. (Scrip Code 500035) Trading members of the Exchange are hereby informed that, United Spirits Ltd. has fixed the Record Date for the purpose to determine entitlement of shareholders of Balaji Distilleries Ltd. pursuant to the Scheme of Arrangement of Balaji Distilleries Ltd.(BDL) with United Spirits Ltd. (USL) as approved by the Appellate Authority for Industrial & Financial Reconstruction . Trading Members are advised not to deal in the equity shares of Balaji Distilleries Ltd. with effect from the under mentioned date. COMPANY NAME CODE Balaji Distilleries Ltd. (500035) RECORD DATE 10.01.2011 PURPOSE The Scheme of Arrangement: - Upon the scheme becoming effective and upon merger of the Distillery Division of Balaji Distilleries Ltd. (BDL) with United Spirits Ltd (USL), USL shall issue and allot shares credited as fully paid up, to the shareholders of BDL, in the following proportion viz: 2 (TWO) equity shares of the face value of Rs.10/- each credited as fully paid up of USL shall be issued and allotted for every 55 (FIFTY FIVE) equity shares of the face value of Rs.10/- each fully paid up held in BDL. NO DEALINGS FROM 07/01/2011 DR-199/2010-2011 Trading Members of the Exchange are requested to take note of it. (As Per BSE Notice Dated on 03.01.2011)