Fortis Healthcare Ltd has informed BSE regarding Outcome of Board Meeting held on August 19, 2016.
Further, the Company has submitted to BSE a copy of Press Release & Presentation in relation to the proposed scheme..
Subject to the requisite approval of the shareholders and creditors of the Company, the jurisdictional High Courts, and other approvals (regulatory or otherwise) as may be required, a composite scheme of arrangeir ent and amalgamation between the Company, Fortis Malar Hospitals Limited ('FMHL' and SRL Limited ('SRL') and its respective shareholders and creditors under Section 391-394 of the Companies Act, 1956 and read with Section 52 of the Companies Act, 2013, Section 78 and Sections 100 to 103 of the Companies Act, 1956 ('Scheme'), whereby, inter alia, (a) the hospital business undertaking of FMHL shall be transferred :o FHL. as a going concern, by way of slump sale, in lieu of payment of a lump sum cor sideration by the Company to FMHL, (b) the undertaking of the Company pertaining exclusively to the diagnostics business of the Company as identified in the Scheme shall be transferred to FMHL by way of a demerger in lieu of issuance of equity shares by FMHL to shareholders of the Company as per approved share entitlement ratio; followed by (b) the amalgamation of SRL into FMHL and dissolution of SRL without winding upj and the consequent issue of equity shares by FMHL to the shareholders of SRL and the cancellation of equity shares of SRL held by FMHL ('Amalgamation'), and various other matters consequential or otherwise integrally connected therewith, including th^ reduction of the securities premium account share capital of FMHL, and change of name of the Company and the reorganization of FMHL into SRL Limited (or such other name may be decided by the Board of Directors or a committee thereof of FMHL and approved by the concerned Registrar of Companies). The appointed date for the scheme is the opening of business on January 1, 2017 or such other date as may be decided by the Board of Directors of the Company,FMHL and SRL.
A) Fortis Healthcare Limited ('FHL'), a public limited company incorporated under the Companies Act, 1956 ('Act'), and having its registered office at Escort Heart Institute & Research Centre. Okhla. New Delhi-110025. The equity shares of FHL are listed on the BSE Limited and National Stock Exchange of India Limited. FHL has further issued c main foreign currency convertible bonds ('FCCBs'), which are listed on the Singapore Exchange Securities Trading Limited and certain FCCBs which are not listed on any stock exchange.
B) SRL Limited( ' SRL'), a public limited company incorporated th its registered office at Plot No. D-3, A Wing, 2nd Centre. Saket, New Delhi - 110 017. SRI, is a Subsidiary of FHL
C) Fortis Malar Hospitals Limited ('FMHL'), a public limited company incorporated under the Act with its registered office at Escort Heart Institute & Research Centre, Okhla, New Delhi-110025. The Equity shares of FMHL are listed on BSE Limited. FMHL is a subsidary of Fortis Hospitals Limited ('FHsL'), a public company Incorporated under the Act. and a wholly owned subsidiary of FHL.
Pursuant to paragraph 30 of the order dated February 21, 2017, passed by the Chandigarh Bench of the National Company Law Tribunal in CA (CAA) NO. 01 (Chd) of 2017 ('Order'), read with Section 230(3) of the Act, 2013 and Rule 7 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 ('Merger Rules'), a joint public advertisement is published by FHL, SRL and FMHL in Hindustan Times and Dainik Bhaskar on March 26, 2017.Pursuant thereto, in accordance with the requirements of the Order and Rule 7 of the Merger Rules, please find enclosed the joint public advertisement, to be placed on the website of the SEBI. FHL, FMHL and SRL have separately, sent the notices of the tribunal convened meetings, attached with the notice to the Securities and Exchange Board of India, sent on March 25, 2017. In accordance with the requirements of Section 230(3) of the Companies Act, 2013.
(As Per BSE Announcement Dated on 27.03.2017)
This is with reference to our letters dated August 19, 2016 and April 28, 2017 intimating the approval of the board of directors ('Board') and shareholders of Fortis Healthcare Limited ('Company'), respectively, in relation to the composite scheme of arrangement and amalgamation between the Company, Fortis Malar Hospitals Limited ('FMHL'), SRL Limited ('SRL') and their respective shareholders and creditors under Sections 230 to 232 of the Companies Act ('Act') (erstwhile Sections 391-394 of the Companies Act, 1956), read with Section 52 and Section 66 of the Act (erstwhile Sections 100 to 103 of the Companies Act, 1956) ('Scheme').
The Scheme is currently pending for approval with the National Company Law Tribunal ('NCLT'), Chandigarh Bench. Further, the entire process was expected to take 6-8 months, however, due to reasons beyond the Company's control, the process has taken over 19 months and is still not complete. During this period of 19 months (a) healthcare sector has witnessed
(As per BSE Announcement dated on 13/06/2018)
Further to our letter vide FHL/SEC/STEX/RR/2018-19 dated June 13, 2018 with regard to the withdrawal of the composite scheme of arrangement and amalgamation between the Company, Fortis Malar Hospitals Limited ('FMHL'), SRL Limited ('SRL') and their respective shareholders and creditors under Sections 230 to 232 of the Companies Act ('Act') (erstwhile Sections 391-394 of the Companies Act, 1956), read with Section 52 and Section 66 of the Act (erstwhile Sections 100 to 103 of the Companies Act, 1956) ('Scheme'), we would like to inform that the National Company Law Tribunal ('NCLT'), Chandigarh Bench has today approved the withdrawal of the said Scheme.
(As per BSE Announcement dated on 15/06/2018)
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