(08-Jan-2004 Hours IST)
The company has informed with reference to the news item appearing in the Business Standard titled 'Reliance to buy Nocil Petro', that under the understanding between the Company and Sunbright Cement Agencies Pvt Ltd (SCAL), it is proposed that the assets of Petrochemicals Division, the business undertaking of the Plastic Products Division as a going concern and certain liabilities of the Company will be transferred from NOCIL to Nocil Petrochemicals Ltd (NPL) an unlisted wholly owned subsidiary of NOCIL. Under the proposal SCAL, a business associate of Reliance Industries Ltd will invest in equity of NPL after the said transfer is completed. Accordingly, under this transaction, there is no proposal of open offer by SCAL to the shareholders of the Company (NOCIL). The company has informed that the BoD of the company at its meeting held on January 7, 2004 has approved the revised financial restructuring proposal in respect of the assets and liabilities of the company. Under this proposal, the assets of Petrochemicals Division and the business undertaking of the Plastic Products Division as a going concern and certain liabilities of the Company will be transferred from NOCIL and will be vested in Nocil Petrochemicals Ltd. (NPL), a wholly owned subsidiary of NOCIL. The assets pertaining to Rubber Chemicals Division (RCD) and certain liabilities will remain with existing NOCIL. The BoD at the aforesaid meeting has also approved in principle an offer of Sunbright Cement Agencies Pvt. Ltd. (SCAL), a business associate of Reliance Industries Ltd (RIL) to take over the assets and liabilities of NPL after the process of demerger is completed. It is proposed to settle the liabilities of the secured creditors on such terms that may be agreed between the Company, NPL, SCAL and the creditors. The Company has informed that High Court of Bombay has directed meeting of Unsecured Creditors of the company on 14-12-2004 for considering and approving with or without modifications, the arrangement embodied in the Scheme of Arrangement (which is demerger) between the Company, Relene Petrochemicals Pvt. Ltd. and NOCIL Petrochemicals Ltd. (As per BSE Bulletin dated on 20.11.2004) National Organic Chemical Industries Ltd. has informed the Exchange that the High court of Bombay has directed that a meeting of the equity shareholders of the company be held on December 14,2004 or soon after the conclusion of the earlier meeting of unsecured creditors of the company, whichever is later for the purpose of considering, and if thought fit, approving with or without modification, the arrangement embodied in the Scheme of Arrangement(which is a demerger) between National Organic Chemical Industries Limited(the Applicant Company) and Relene Petrochemicals Private Limited(the Transferee Company) and for the purpose of considering, and if thought fit, approving with or without modification, the arrangement embodied in the Scheme of Arrangement(which is demerger) between National Organic Chemical Industries Limited(the Applicant Company) and NOCIL Petrochemicals Limited(the Transferee Company). (As per NSE Bulletin dated on 25/11/2004) The Company has informed that the Shareholders, the Secured Creditors and the Unsecured Creditors have approved the Scheme of Arrangement with requisite majority at the respective meetings held on December 14, 2004 as per the High Court's directive. Further the Company has informed that it has submitted the reports to the High Court on December 17, 2004. Steps are being taken to file a petition as per the law & the Company hopes to receive the final order approving the Demerger Scheme by March 31, 2005. (As per BSE Bulletin dated on 29/12/2004) The company has informed that the petition for demerger of various division of the Company has been approved by Bombay High Court by an order dated June 08, 2005. The detailed order of the Bombay High Court will be received by the Company in due course of time. Further the Company has informed that in view of the above the assets and certain liabilities of Petrochemicals Division will be demerged from the Company and vested in Relene Petrochemicals Pvt Ltd and the assets of Plastics Products Division will be demerged and vested in NOCIL Petrochemicals Ltd. The Company will continue to operate the Rubber Chemical Division. (As per Bulletin dated on 09/06/2005)
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