(29-Mar-2022 Hours IST)
This is to inform the exchange that pursuant to the approval granted by the Board of Directors at its meeting held on 28th March, 2022, the Company has entered into Share Purchase Agreement with Orbicular Pharmaceutical Technologies Private Limited (Orbicular), joint venture partner in Aleor Dermaceuticals Limited (Aleor) to acquire the 40% stake held by them in Aleor. Pursuant to said acquisition, Aleor becomes a wholly-owned subsidiary of the Company. Further, the Board of Directors of the Company at its adjourned meeting held on 29th March, 2022, on recommendation of the Audit Committee has also considered and approved the Scheme of Arrangement in the nature of Amalgamation of Aleor Dermaceuticals Limited ('Transferor Company') with Alembic Pharmaceuticals Limited ('Transferee Company') and their respective shareholders under Sections 230 to 232 of the Companies Act, 2013 and rules framed thereunder ('Scheme'). The Board of Directors of the Company at its adjourned meeting held on 29th March, 2022, on recommendation of the Audit Committee has also considered and approved the Scheme of Arrangement in the nature of Amalgamation of Aleor Dermaceuticals Limited ('Transferor Company') with Alembic Pharmaceuticals Limited ('Transferee Company') and their respective shareholders under Sections 230 to 232 of the Companies Act, 2013 and rules framed thereunder ('Scheme'). With reference to the captioned matter and above referred intimations, we would like to inform that the Meetings of the Secured Creditors, Unsecured Creditors and Equity Shareholders of the Company were held on 14th June, 2022 through Video Conferencing ('VC') / Other Audio Visual Means ('OAVM'). Please find enclosed herewith: a) Consolidated Scrutinizers' Report on E-voting for the meeting of the Secured Creditors of the Company. b) Consolidated Scrutinizers' Report on E-voting for the meeting of the Unsecured Creditors of the Company. c) Consolidated Scrutinizers' Report on E-voting for the meeting of the Equity Shareholders of the Company. We request you to kindly take the same on record. With reference to the captioned matter and above referred intimation, we would like to inform that the Meeting of the Equity Shareholders of the Company was held on 14th June, 2022 through Video Conferencing ('VC') / Other Audio Visual Means ('OAVM'). Please find enclosed herewith: a) Voting Results as required under Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. b) Consolidated Scrutinizers' Report on E-voting (without Annexure) as per the provisions of Section 108 of the Companies Act, 2013 read with Companies (Management and Administration), Rules, 2014. We request you to kindly take the same on record. (As Per BSE Announcement Dated on 15.06.2022) Pursuant to Regulation 30 of the Listing Regulations, 2015, we enclose herewith a copy of the notice published in Indian Express (English edition) and Sandesh (Gujarati edition - vernacular language) on 5th July, 2022 informing inter alia about the date fixed for hearing of the Petition i.e. Wednesday, 3rd August, 2022, before the Hon'ble National Company Law Tribunal, Ahmedabad Bench ('NCLT'). We request you to kindly take the same on record. (As Per BSE Announcement Dated on 05/07/2022) We would like to inform that Hon''ble National Company Law Tribunal, Ahmedabad Bench ('NCLT'), vide its Order dated 29th August, 2022, has sanctioned the Scheme of Arrangement in the nature of Amalgamation between Aleor Dermaceuticals Limited and Alembic Pharmaceuticals Limited and their respective shareholders ('Scheme') pursuant to the provisions of Section 230 to 232 and other applicable provisions of the Companies Act, 2013 and rules made thereunder. A copy of the said Order is available on the website of the Company. The Scheme will become effective upon filing of the said Order with the Registrar of Companies, Gujarat. We request you to kindly take the same on record. (As per BSE Announcement Dated on 1/9/2022)
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