(18-May-2015 Hours IST)
LKP Finance Ltd has informed BSE that the Board of Directors of the Company at its meeting held on May 18, 2015, have considered end approved subject to statutory approvals, a scheme of arrangement by de-merger of Company's SEBI registered Intermediaries Business of the Company into its Subsidiary i.e. LKP Securities Limited. Whereby upon the coming into effect of the Scheme and in consideration of the transfer & vesting of Demerged Undertaking of the LKP Finance Limited (Transferor Company) in to LKP Securities Limited (Transferee Company) in terms of the Scheme, the Transferee Company shall, issue and allot to each member of the Transferor Company equity shares in the Transferee Company, in the ratio of 6 (Six) equity shares of the face value of Rs. 2/- (Rupees Two) each (credited as fully paid-up) of the Transferee Company for every 1 (one) equity share of the face value of Rs. 10/- (Rupees Ten) each (credited as fully paid-up) held by such member in the Transferor Company as on the record date to be decided subsequently for the purpose. LKP Finance Ltd has informed BSE regarding the details of Voting results of Postal Ballot, under Regulation 44(3) of SEBI (LODR) Regulations, 2015. Postal Ballot / E-voting for the resolution passed for approving the Composite Scheme of Arrangement of LKP Finance Limited with LKP Securities Limited and their respective shareholders in accordance with Securities and Exchange Board of India fSEBI') Regulations and Circulars bearing No. CIR/CFD/DIL/5/2013 dated February 4, 2013 read with circular number CIR/CFD/DIL/8/2013 dated May 21, 2013, the results of which are declared on January 12, 2016. 1. 'RESOLVED THAT pursuant to the provisions of Sections 391 to 394 and other applicable provisions of the Companies Act, 1956 and/or under the corresponding provisions of the Companies Act, 2013, the rules, circulars and notifications made thereunder (including any statutory modification or re-enactment thereof) as may be applicable, the Securities and Exchange Board of India Circular No. CIR/CFD/DIL/5/2013 dated February 4, 2013 read with Circular No.CIR/CFD/DIL/8/2013 dated May 21, 2013, the observation letters issued by BSE Limited dated October 20, 2015, and relevant provisions of applicable laws, and subject to the approval of the High Court of Judicature at Bombay, the Composite Scheme of Arrangement (the 'Composite Scheme'), amongst LKP Finance Limited, a public limited company incorporated under the Companies Act, 1956, having its registered office at 203 Embassy Centre, Nariman Point, Mumbai 400 021, Maharashtra, India (the ' Transferor Company') and LKP Securities Limited a public limited company incorporated under the Companies Act, 1956, having its registered office at 203 Embassy Centre, Nariman Point, Mumbai 400 021, Maharashtra, India (the 'Transferee Company') and their respective shareholders and creditors, be and is hereby approved and agreed to, with/without any modifications and/or conditions, if any, which may be required and/or imposed and/or permitted by the High Court of Judicature at Bombay while sanctioning the Composite Scheme, or by any other authorities under applicable law. 'RESOLVED FURTHER THAT for the purpose of giving effect to the above resolution and for removal of any difficulties or doubts, the Board of Directors of the Transferor Company (herein referred to as the 'Board', which term shall deem to include any committee or any person(s) which the Board may nominate or constitute to exercise its powers, including the powers conferred under this resolution), be and is hereby authorized to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, expedient, usual or proper, and to settle any questions or difficulties or doubts that may arise, including passing of such accounting entries and /or making such adjustments in the books of accounts as considered necessary to give effect to the above resolution, or to carry out such modifications/directions as may be required and/or imposed and/or permitted by the High Court of Judicature at Bombay while sanctioning the Composite Scheme, or by any other authorities under applicable law.' (As per BSE Announcement dated on 13.1.2016) LKP Finance Ltd has informed BSE that Hon'ble High Court of Bombay has approved Company's petition in respect of Composite Scheme of Arrangement under Sections 391 to 394 of the Companies Act, 1956 and other relevant provisions of the Companies Act, 2013, to de-merge Company's SEBI registered Intermediaries Business into its Subsidiary i.e. LKP Securities Limited. (As Per BSE Announcement Dated on 05.05.2016) LKP Finance Ltd has informed BSE that the Company has fixed July 07, 2016 as the Record Date for the purpose of allotment of Equity Shares of LKP Securities Limited to the Shareholders of the Company in terms of Composite Scheme of Arrangement between the Company and LKP Securities Limited, duly approved by Hon'ble High Court of Bombay. (As Per BSE Announcement Dated on 24.06.2016) Trading Members of the Exchange are hereby informed that, pursuant to the Scheme of Arrangement (Demerger) approved by the Hon'ble High Court of Bombay, LKP Finance Ltd, has fixed the Record Date for the purpose of determining entitlement of the shareholders of the Company, as per details given below: COMPANY NAME CODE LKP Finance Ltd. (507912) RECORD DATE 07/07/2016 PURPOSE As per Scheme of Arrangement sanctioned by the Hon'ble High Court of Bombay, between, (1) LKP Finance Ltd and (2) LKP Securities Ltd: - Upon the coming into effect of the aforesaid Scheme and in consideration of the demerger of the Demerged Undertaking of LKP Finance Ltd into LKP Securities Limited: LKP Securities Ltd shall issue and allot equity shares to the shareholders of LKP Finance Ltd, in the following proportion: '06 (SIX) fully paid equity shares of Rs. 2/- of LKP Securities shall be issued and allotted for every 01 (ONE) equity share of Rs.10/- each held in LKP Finance Ltd'. EX-ENTITLEMENT FROM DATE &SETT. NO. 05/07/2016 DR-067/2016- 2017 Note: Pursuant to SEBI Circular No. SEBI/Cir/ISD/1/2010 dated September 2, 2010, Trading members are hereby informed that the trading in the equity shares of the aforesaid company shall be transferred from XC' group to T' group w.e.f. July 05, 2016 and pursuant to SEBI Circular No. CIR/MRD/DP/01/2012 dated January 20, 2012; the aforesaid scrip shall be a part of Call Auction in Pre-open Session on July 05, 2016. Subject to the compliance with requisite formalities as applicable, the equity shares of Resulting Company i.e. LKP Securities Ltd will be listed on BSE Limited. (As per BSE Notice dated on 01.07.2016)
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