(15-Sep-2016 Hours IST)
Ashok Leyland Ltd has informed BSE that the Board of Directors of the Company at their meeting held on September 14, 2016 approved the Scheme of Amalgamation of Hinduja Foundries Limited (Transferor Company) with Ashok Leyland Limited (Transferee Company) under Sections 391 to 394 of the Companies Act, 1956 and the corresponding provisions of the Companies Act, 2013 as applicable with the appointed date of October 1, 2016. The Scheme is subject to the approval of the shareholders, Hon'ble High Court of Judicature at Madras and all other regulatory approvals. The Board also approved the exchange ratio in the following manner: (i) 100 (one hundred) equity shares of Rs.10/- each fully paid of Hinduja Foundries Limited (Transferor Company) will get 40 (forty) equity shares of Re. 1/- each fully paid of Ashok Leyland Limited (Transferee Company). Ashok Leyland Ltd has informed BSE regarding a Press Release dated September 14, 2016, titled 'Amalgamtion of Hinduja Foundries Limited with Ashok Leyland Ltd'. This is to inform that the National Company Law Tribunal (NCLT), Chennai vide their Order dated April 24, 2017, have approved the Scheme of Amalgamation of Hinduja Foundries Limited (Transferor) with Ashok Leyland Limited (Transferee), which was received by us today i.e., April 27, 2017. The Scheme with Appointed Date of October 1, 2016 will be effective upon filing the Certified True Copy of the Order with the Registrar of Companies, Chennai. We will keep you informed about the Scheme coming into effect and after which we will do necessary compliance as mentioned in your Observation Letter dated November 9, 2016. (As Per BSE Announcement Dated on 27.04.2017) This is to inform that the National Company Law Tribunal (NCLT), Chennai vide their Order dated April 24, 2017, have approved the Scheme of Amalgamation of Hinduja Foundries Limited (Transferor Company) with Ashok Leyland Limited (Transferee Company), which was received by us on April 27, 2017. The Scheme with Appointed Date of October 1, 2016 will be effective upon filing the Certified True Copy of the Order with the Registrar of Companies, Chennai (As Per BSE Announcement Dated on 28.04.2017) This is further to our letter dated April 27, 2017 informing you that the National Company Law Tribunal (NCLT), Chennai Bench vide their Order dated April 24, 2017, have approved the Scheme of Amalgamation of Hinduja Foundries Limited (Transferor Company) with Ashok Leyland Limited (Transferee Company). We wish to inform you that Ashok Leyland Limited and Hinduja Foundries Limited have filed e-Form No INC-28 with the Registrar of Companies (RoC), Chennai along with the Certified True Copy of the Order on April 28, 2017. Accordingly, the Scheme has become effective from April 28, 2017 with the appointed date of October 1, 2016. We will submit the necessary documents as required under the Observation Letter issued by the Stock Exchanges in due course. (As Per BSE Announcement Dated on 02.05.2017) Further to our letter dated April 28, 2017, we wish to inform you that Hinduja Foundries Limited and Ashok Leyland Limited have filed e-form No. INC-28 with the Registrar of Companies (ROC), Chennai, along with the Certified True Copy of the NCLT Order on April 28, 2017. The Scheme has come into effect on April 28, 2017 with the Appointed Date of October 1, 2016. (As Per BSE Announcement Dated on 03.05.2017) This is to inform you that the Board of Directors of the Company has fixed Wednesday,June 7, 2017 as the 'Record Date' for determining the shareholders of Hinduja Foundries Limited (Transferor Company), entitled to receive the equity shares of Ashok Leyland Limited (Transferee Company), under the Scheme of amalgamation sanctioned by the Hon'ble National Company Law Tribunal, Division Bench, Chennai (NCLT), vide its Order dated April 24, 2017. (As Per BSE Announcement Dated on 25.05.2017) Trading members of the Exchange are hereby informed that, pursuant to the Scheme of Amalgamation as sanctioned by the Chennai Bench of the Hon'ble National Company Law Tribunal between Hinduja Foundries Limited and Ashok Leyland Limited, Ashok Leyland Limited has intimated the Record Date to determine the entitlement of shareholders of Hinduja Foundries Limited to equity shares of Ashok Leyland Limited. Trading Members are advised not to deal in the equity shares of Hinduja Foundries Limited with effect from the under mentioned date: COMPANY NAME CODE Hinduja Foundries Limited (505982) RECORD DATE 07/06/2017 PURPOSE The Scheme of Amalgamation: - Upon the Scheme becoming effective and in consideration of the Amalgamation of Hinduja Foundries Limited into Ashok Leyland Limited, Ashok Leyland Limited shall issue and allot Equity Shares to the shareholders of Hinduja Foundries Limited in the following share exchange ratio: '40 equity shares of Ashok Leyland Limited for every 100 equity Shares held in Hinduja Foundries Limited'. NO DEALINGS FROM 06/06/2017 DR-046/2017-2018 Trading Members of the Exchange are requested to take note of the above. (As Per BSE Notice Dated on 29.05.2017) This is further to our communication on the Scheme of Amalgamation of Hinduja Foundries Limited with Ashok Leyland Limited and their respective shareholders under Sections 391 to 394, read with other applicable provisions of the Companies Act, 1956 and Companies Act, 2013 (Scheme). We wish to inform you that pursuant to the Scheme, the Committee of the Board of Directors of the Company at its meeting held on June 13, 2017 have allotted 806,58,292 equity shares of face value Re.1/- each, fully paid-up to the equity shareholders of Hinduja Foundries Limited, as on the Record Date of June 7, 2017, as per the Share Exchange Ratio in terms of the Scheme. Consequent to the said allotment, the paid-up share capital of the Company has gone up to Rs.292.65 crore (2926,534,926 equity shares of face value of Re.1/- each). Application will be made for listing and trading approval of the Stock Exchange(s) for the above shares subsequently. Please treat this as compliance under Regulation 30 and other applicable regulations of the SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015. (As Per BSE Announcement Dated On 13/06/2017)
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