(28-May-2013 Hours IST)
GS Auto International Ltd has informed BSE regarding Outcome of Board Meeting was held on May 27, 2013.inter alia,have approved the amalgamation of M/s.G.S.Automotives Private Limited,Ludhiana. the Transferor Company, with the Company (i.e M/s G.S.Auto International Limited,Ludhiana,the Transferee Company), with effect from April 01, 2012.(being the appointed date) on the basis of the Audited Results of both the Company as at March 31,2012,through a Scheme of Amalgamation. The Scheme envisages an exchange ratio of 118 (One Hundred and Eighteen) equity shares of the face value of Rs.5/- each fully paid-up.of G.S.Auto International Limited,Ludhiana for every 100 (one hundred) equity share of the face value of Rs. 10/- each fully paid- up of G.S.Automotives Private Limited.The exchange ratio is based on the valuation made by M/s.R K Baheti & Co., Chartered Accountants.The proposed scheme of Amalgamation will be subject to all the necessary permissions and approvals,as may be required. GS Auto International Ltd has informed BSE about Outcome of Board Meeting.the Company has severally authorized its Directors to file an application with the Office of the Registrar of Companies, Punjab and Chandigarh for the extension of time for holding the Annual General Meeting for the Financial Year ended March 31st, 2013, to give effect to the proposed Scheme of Amalgamation of M/s G.S. Automotives Private Limited with the Company. (As Per BSE PDF Dated on 18.09.2013) With reference to the earlier announcement about the results of the Court Convened Meetings of the Shareholders, Secured Creditors and Unsecured Creditors which were required to be held on December 14, 2013 pursuant to the Order of the Hon'ble Punjab & Haryana High Court at Chandigarh dated November 08, 2013, GS Auto International Ltd has now informed BSE that pursuant to the approval to the Scheme by the Shareholders, Secured Creditors and Unsecured Creditors, a Confirmatory Petition was filed in the Hon'ble Punjab & Haryana High Court at Chandigarh for its approval which was finally heard and an Order was passed by the Hon'ble Punjab & Haryana High Court on March 18, 2014 approving the Scheme. A certified copy of the said Order dated March 18, 2014, however, was received on April 12, 2014 by the Company. The Copy of the Order has been filed with the Registrar of Companies at Chandigarh on April 17, 2014 and the Scheme has become effective. As per the Scheme, M/s. G.S. Automotives Limited 'Transferor Company' has been amalgamated with the Company w.e.f. the Appointed Date i.e. April 01, 2012. As per Clause 7.1 of the Scheme, the shareholders of M/s. G. S. Automotives Limited, whose names appear in the Register of Members, would be allotted 118 equity shares of face value of Rs. 5 each of M/s. G.S. Auto International Limited for every 100 equity shares of Face value of Rs. 10 each held in M/s G. S. Automotives Limited as on the Record Date to be fixed for the purpose. In this regard attention of the Exchange is also brought to Clause 7.6 of the Scheme which provides that all those shareholders of the Transferor Company who hold shares in physical form shall have the option, exercisable by consent in writing, by them to the Transferee Company, to receive the Equity Shares either in physical certificate form or dematerialized form. Otherwise, they would be issued Equity Shares, in physical form. (As Per BSE Announcement Dated on 29.04.2014) GS Auto International Ltd has informed BSE that the Board of Directors of the Company at its meeting held on May 01, 2014, have allotted 251480 equity shares of face value of Rs. 5/- each to the members of the M/s G.S. Automotives Private Limited 'Transferor Company' , pursuant to the Scheme of Amalgamation of M/s G.S. Automotives Private Limited with M/s G.S. Auto International Limited, sanctioned by the Hon'ble Punjab & Haryana High Court at Chandigarh vide its order dated March 18, 2014. (As Per BSE Announcement Dated on 02.05.2014)
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