(13-Jun-2006 Hours IST)
Board inter alia, has transacted the following business: 1. The Board of Directors of the Company and Om Housing Company Pvt Ltd have discussed and approved the Merger / Amalgamations of these two entities in to a single legal entity, to be known as "SATRA PROPERTIES (INDIA) LTD". 2. The Merger / Amalgamation will take effect after consent and approvals from the concern authorities, Shareholders and High Court concerned. It was decided that the Appointed Date for the said Merger / Amalgamation shall be April 01, 2006. 3. The Merger / Amalgamation Scheme envisages a Share Swap of One Equity Share of the Company for every One Equity Share of Om Housing Company Pvt Ltd. The share exchange ratio was arrived at based on recommendations made by M/s. Dilip Jagad & Co., Chartered Accountants, and M/s. Firstcall India Equity Advisors Pvt. Ltd., who acted as valuers and advisors to the transaction. The merger / amalgamations reaffirms the growing importance given by the Company in its focus area of realty infrastructure. The consolidation will show case the promoters of the Company, commitment to expand their horizon in realty infrastructure segment and enhance the value of all the stake holders. Satra Properties India Ltd has informed BSE that a meeting of the Board of Directors of the Company will be held on October 24, 2006, inter alia, to consider the following business: To review the amalgamation of the Company with Om Housing Company Pvt Ltd and to take note of the approval received by the Company from regulatory authorities for Equity Sharesisse on Preferential basis. (As per BSE Announcement webite dated on 16/10/2006) Satra Properties India Ltd has informed BSE that the Resolution for Scheme of Amalgamation of Om Housing Company Pvt Ltd with the Company has been approved by the members unanimously. (As Per BSE Announcement Website Dated on 23/01/2007) Satra Properties India Ltd has informed BSE that on August 22, 2007 the Company has received the Orders from Hon'ble High Court, Mumbai approving the Scheme of Amalgamation of Om Housing Company Pvt Ltd with the Company. Pursuant to giving effect to the aforesaid Orders and filing of the necessary documents with various statutory and regulatory authorities, the Post Amalgamation Paid-up Equity Share Capital of Satra Properties (India) Ltd will be Rs 10.35 Crores. The Company is in the process of filling necessary forms and documents with the various statutory authorities to give effect to the said Orders. (As Per BSE Announcement Website Dated on 22/08/2007) Satra Properties India Ltd has informed BSE that the Board of Directors of the Company at its meeting held on September 19, 2007, inter alia, has transacted the following business: 1. Pursuant to the Order of the Hon'ble High Court, Mumbai approving the Scheme of Amalgamation, the Board of Directors has allotted 3,71,92,250 Equity Shares of the Face Value of Rs 2/- each to the Shareholders of Om Housing Company Pvt Ltd (Transferor Company). 2. Pursuant to the Order of the Hon'ble High Court, Mumbai approving the Scheme of Amalgamation, the Board of Directors has allotted 74,00,000, 8% Redeemable Cumulative Preference Shares of the Face Value of Rs 10/- each to the Shareholders of Om Housing Company Pvt Ltd (Transferor Company). Further, the Shares issued to the Shareholders of Om Housing Company Pvt Ltd (Transferor Company) shall be subject to Lock-in. Accordingly, the Post Issue Paid up Capital of the Company will be 5,17,86,000 Equity Shares of the Face value of Rs 2/- each and 74,00,000 8% Redeemable Cumulative Preference Shares of the Face value of Rs 10/- each. (As Per BSE Annuouncement Website Dated on 19/09/2007) Trading members of the Exchange are hereby informed that the under mentioned new securities of Satra Properties (India) Limited (Formerly Known as Express Leasing Ltd) (Scrip Code: 508996, ISIN No: INE086E01021) are listed and permitted for trading on the Exchange with effect from Tuesday, November 13, 2007. Securities 3,71,92,250* Equity Shares of Rs.2/- each issued to the shareholders of erstwhile Om Housing Company Pvt. Ltd. pursuant to Scheme of Amalgamation of the Company. Dist. Nos. 14593751 to 51786000 * These shares are ranking pari-passu with the existing equity shares of the company. 2. Trading members may please note that the above Equity shares are under lock-in upto November 15, 2010 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 order dated April16, 2007. b. Appointed Date: April 01, 2006 c. Effective Date: September 5, 2007 d. Date of Allotment: September 19, 2007 e. Exchange Ratio - For every 1 (One) fully paid up Equity share of Rs.2/- each held in erstwhile Om Housing Company Pvt. Ltd., 1 (One) fully paid up Equity share of Rs.2/- each of the company has been issued. 4.The company's financial year ends on 31st March. (As per BSE Notice dated on 12/11/2007) Trading members of the Exchange are hereby informed that the under mentioned new securities of Satra Properties (India) Limited (Formerly Known as Express Leasing Ltd) issued pursuant to the scheme of amalgamation of Om Housing Company Pvt. Ltd. with the company, are listed and permitted for trading on the Exchange with effect from Friday, December 7, 2007. Securities :74,00,000 - 8% Redeemable Cumulative Preference Shares of Rs.10/- each Distinctive numbers:1 - 7400000 Scrip code : 700124 Group : B2 Market Lot : 1 Share Face Value : Rs.10/- each fully paid Scrip ID on BOLT System : SATRACRPS Abbreviated name on BOLT System : SATRACRPS Tick Size : Five paise ISIN No. : INE086E04017 Exchange Ratio: 1 (One) 8% Redeemable Cumulative Prefeence Share of Rs.10/- each in the company has been issued for every 1 (One) 8% Redeemable Cumulative Preference Share of Rs.10/- each held in the transferor company Om Housing Company Pvt. Ltd., pursuant to the Scheme of Amalgamation of the company approved by the Hon'ble High Court of Bombay vide its order dated April 16, 2007. The salient features of the Preference Shares are as under: Face Value:Rs.10/- each fully paid Rate of Dividend : Cumulative dividend of 8% p.a. Date of Allotment : 19-09-2007 Maturity Date : 03-02-2011 (As Per Bse Notice Dated on 06/12/2007)
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