We would like to inform you that, the Board of Directors of our Company at its meeting held today have unanimously approved the Scheme of Arrangement between IndusInd Media and Communications Limited ('IMCL') and Hinduja Ventures Limited ('HVL') in accordance with the provisions of Section 230 to 232 read with Section 52 and 66 of the Companies Act, 2013.The meeting commenced at 12:45 p.m. and concluded at 7:45 p.m. The Scheme inter alia provides for demerger of the Media and Communications Undertaking (as defined in the Scheme) of IMCL into HVL. As consideration for the proposed Scheme, equity shares of the HVL shall be issued to the eligible shareholders of IMCL. Shares issued by HVL pursuant to demerger will be listed for trading.
The Company has received Observations Letters no. DCS/AMAM/DS/R37/1649/2019-20 dated January 13, 2020 and letter no NSE/LIST/21847_II dated January 13, 2020 from BSE Limited and National Stock Exchange of India Limited respectively, towards the Scheme of Arrangement between IMCL and NXTDIGITAL Limited (formerly known as Hinduja Ventures Limited) by virtue of which the Media and Communications undertaking of IMCL will be merged into NXTDIGITAL Limited.
We would like to inform you that the Company has filed Company Scheme Application before the National Company Law Tribunal (NCLT) Bench, Mumbai on January 21, 2020.
Copy of the NCLT Application duly acknowledged is attached.
(As Per BSE Announcement dated on 22/01/2020)
This is in furtherance to our intimation dated August 27, 2019 as submitted with the stock exchanges w.r.t. to approval of Board of Directors of the Company towards the Scheme of Arrangement between IndusInd Media and Communications Limited ( 'IMCL' or 'Demerged Company') and NXTDIGITAL LIMITED (formerly known as Hinduja Ventures Limited) ('NXTDIGITAL' or 'Resulting Company') and their respective shareholders pursuant to Sections 230 to 232 read with other applicable provisions of the Companies Act, 2013. We would like to inform your good office that pursuant to SEBI Circular CFD/DlL3/CIR/2017/21 dated March 10, 2017 (as amended from time to time), we are enclosing herewith the Abridged Prospectus ('Copy attached and marked as Annexure I') of IMCL duly certified by Saffron Capital Advisors Private Limited vide certificate dated February 13, 2020 ('Copy of the certificate by Merchant Banker is attached and marked as Annexure II')approved by the Board of Directors of IMCL
(As Per BSE Announcement Dated on 17.02.2020)
Dear Sir/Madam,
We are forwarding copy of the Certified True Copy of the order dated February 27, 2020 passed by the Hon'ble National Company Law Tribunal, Mumbai Bench ('Hon'ble NCLT') directing the Company to hold meeting of equity shareholders of Company on Thursday, April 16, 2020 at 11:30 a.m. at Hall of Harmony, Nehru Centre, Dr. Annie Besant Road, Worli, Mumbai 400018 for the approval of the Scheme of Arrangement.
The copy of the Hon'ble NCLT order is available on the website of the Company i.e. www.nxtdigital.co.in
Kindly take the same on record.
(As Per BSE Announcement dated on 02.03.2020)
In compliance with Regulation 30 of Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations, 2015, we are forwarding copy of the 1)Notice2)Postal Ballot Form &3) Proxy form of Meeting of the Equity Shareholders of NXTDIGITAL LIMITED (formerly known as Hinduja Ventures Limited) convened pursuant to the Order Dated February 27, 2020 of the Hon'ble National Company Law Tribunal, Mumbai Bench, on Thursday, April 16, 2020 at 11.30.a.m.at Hall of Harmony,Nehru Centre, Dr. Annie Besant Road, Worli,Mumbai-4000 18 for approval of the Scheme of Arrangement between IndusInd Media & Communications Limited ('IMCL' or 'Demerged Company') and Hinduja Ventures Limited (now known as NXTDIGITAL LIMITED) ('NXTDIGITAL' or 'Resulting Company') and their respective shareholders under Sections 230-232 and other applicable provisions, if any,of the Companies Act, 2013 .
(As Per BSE Announcement Dated on 12/03/2020)
Subject to outcome / confirmation by NCLT on the application dated 13/4/2020, Pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, we are forwarding herewith the below reports alongwith this letter:
1) Combined Voting Results for the Remote E-voting and Postal Ballot; and
2)Combined Scrutinizer's Report having UDIN F009683B000163254 for the Remote E-voting and Postal Ballot issued by Ms. Akansha Bilaney (Ms. Akansha Motwani), Practicing Company Secretary (Membership No.: 9683) and COP No.: 11975); and
3) Summary of The Proceedings of The Results of Postal Ballot and Remote E-Voting of NXTDIGITAL LIMITED.
Kindly note that based on Scrutinizer report the above-mentioned resolution is passed with requisite majority of the shares held by three fourth majority of the public shareholders (i.e. excluding promoters) of the Company.
(As Per BSE Announcement dated on 17.04.2020)
Pursuant to Regulation 47 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith copy of paper cutting of Business Standard (English language) and Sakal (Marathi language) on Thursday, July 16, 2020 wherein admission of Company's Petition No. 940 of 2020 by the Hon'ble National Company Law Tribunal Mumbai Bench in respect of the Scheme of Arrangement between IndusInd Media & Communications Limited ('IMCL' or 'Demerged Company') and NXTDIGITAL LIMITED ('NXTDIGITAL or 'Resulting Company') and their respective shareholders is published.
(As Per BSE Announcement dated on 16.07.2020)
Further to our letter dated July 15, 2020, towards intimation of the final hearing scheduled on July 28, 2020, towards the scheme of arrangement between IndusInd Media & Communications Limited and NXTDIGITAL LIMITED and their respective shareholders by which Media and Communication undertaking of IMCL will be demerged into the Company.
In this regard, we would like to inform you that the National Company Law Tribunal, Mumbai Bench has approved the aforesaid scheme today, August 6, 2020.
On receipt of a copy of the final order of the Hon'ble NCLT, as soon as received, we will submit the same to the exchanges.
Consequent to this order and filing of the order with the Ministry of Corporate Affairs all listing formalities are expected to be completed within the month of August 2020.
The intimation of the date of the Board meeting to declare the restated accounts for March 31, 2020 consequent to merger and Q 1 results on the merged basis in August 2020 will be communicated separately.
(As Per BSE Announcement Dated on 06.08.2020)
We refer to our letter dated August 06, 2020 intimating your office that the National Company Law Tribunal, Mumbai Bench ('Hon'ble NCLT') had approved the aforesaid Scheme of Arrangement on August 06, 2020 and the matter was listed today i.e. August 21, 2020 for pronouncement of the Order sanctioning the Scheme of Arrangement.
In this regard we are forwarding herewith copy of the Order dated August 21, 2020 passed by the Hon'ble NCLT towards approval of the Scheme of Arrangement by and between NXTDIGITAL LIMITED and IndusInd Media & Communications Limited (IMCL) and their respective shareholders
(As per BSE Announcement Dated on 21/8/2020) | Powered by Capital Market - Live News |
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