(13-Jun-2006 Hours IST)
Inter alia, has decided the following: 1. To acquire all the undertakings of Spaceciti Projects Pvt Ltd by amalgamating Spaceciti Projects Private Ltd into the Company with effect from April 01, 2006 (Appointed date) subject to the approval of Hon'ble High Court of Karnataka, Bangalore. The Board of Directors of the Company has adopted a fair exchange ratio of 1:26 i.e. for every one equity Shares of Spaceciti Projects Pvt Ltd held by the shareholders they shall be allotted 26 Equity shares of the Company. Sika Interplant Systems Ltd has informed BSE that, pursuant to the order made by the High Court of Karnataka at Bangalore a meeting of the Equity Shareholders of the Company and unsecured creditors will be held on September 29, 2006 for the purpose of considering and if thought fit, to approve with or without modifications, the Scheme of Amalgamation proposed to be made between M/s Spaceciti projects Pvt Ltd with the Company. (As per BSE Annocement website) Sika Interplant Systems Ltd has informed BSE that the Pursuant to the order made by the High Court of Karnataka, at Bangalore, equity shareholders of the Company at its meeting held on September 29, 2006 have unanimously approved the Scheme of Amalgamation proposed to be made between M/s. Spaceciti Projects Pvt Ltd with the Company. (As per BSE Announcement website dated on 03/10/2006) Sika Interplant Systems Ltd has informed BSE that the Board of Directors of the Company at its meeting held on April 23, 2007, has transacted the following: 1. The Board has taken on record the order of Hon'ble High Court of Karnataka, at Bangalore passed on March 26, 2007 sanctioning scheme of amalgamation of M/s. Spaceciti Projects Pvt Ltd with the Company. 2. The Company has allotted 26,00,000 equity shares of Rs 10/- each to the shareholders of M/s. Spaceciti Projects Pvt Ltd (SPPL) as per the Scheme of Amalgamation approved by Hon'ble High Court of Karnataka, at Bangalore passed on March 26, 2007. The aforesaid share are allotted in the ratio of 26 equity shares of the Company for every 1 equity share of SPPL who held shares on April 23, 2007. These equity shares shall rank pari passu in all respect with the existing equity shares of the Company and shall be entitled for full divined, if any to be declared for the financial year 2006-07. With this allotment issued and subscribed equity share capital of the Company stands increased to Rs 4,24,01,750/-. 3. The Board approved & decided to take suitable steps to list the new shares allotted on a Bombay Stock Exchange. (As Per BSE Announcement Website Dated on 25/04/2007) With reference to the News Report appearing in a web portal regarding the recent merger of M/s. Spaceciti Projects Pvt Ltd with the Sika Interplant Systems Ltd, the Company has clarified that STP project worth Rs 2500 cr as mentioned in the said web portal is not under implementation at the present time. Under merger the shares of Sika Interplant Systems Ltd were issued at Rs 78.45 per share and not Rs 6000 per share. (As Per BSE Announcement Website Dated on 14/05/2007) With reference to the news item appearing in a leading financial daily titled, "Sika Interplant up on land acquisition talk", Sika Interplant Systems Ltd has clarified to BSE that M/s. Spaceciti Projects Pvt Ltd is amalgamated with the Company, consequent upon the amalgamation M/s. Spaceciti Projects Pvt Ltd its subsidiary M/s. Sikka n Sikka Engineers Pvt Ltd have become the subsidiary of the Company which is got a land of about 6.75 acres at Bangalore under lease cum sale agreement with KIADB for engineering activities. The Company will make suitable announcement when said land explored for any development. The Company clarified that the Company is not in the process of buying property in Bangalore at present time. (As Per BSE Announcement Website Dated on 15/05/2007) Trading members of the Exchange are hereby informed that the under mentioned new securities of Sika Interplant Systems Limited (Scrip Code: 523606, ISIN No. INE438E01016) are listed and permitted for trading on the Exchange with effect from Tuesday, May 27, 2008. Securities : 26,00,000* Equity Shares of Rs.10/- each issued to the shareholders of erstwhile Spaceciti Projects Pvt. Limited pursuant to the scheme of Amalgamation of the Company. Dist. Nos. 1640176 to 4240175 * These shares are ranking pari-passu with the existing equity shares of the company. 2. Trading members may please note that above equity shares are under lock-in up to May 31, 2011 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 Judicature at Karnataka vide its Order dated March 26, 2007. b) Appointed Date: April 01, 2006. c) Effective Date: April 07, 2007. d) Date of Allotment: April 23, 2007. e) Exchange Ratio: For every 1 equity shares of Re.1/- each held in erstwhile Spaceciti Projects Pvt. Limited, 26 equity share of Rs.10/- each of the company have been issued. 4. The company's financial year ends on 31st March. (As per BSE Notice Dated on 26/05/2008)
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