(11-Mar-2015 Hours IST)
Mirza International Ltd has informed BSE that the Board of Directors of the Company at its meeting held on March 11, 2015, has fixed and approved the following share exchange ratio for the purpose of the proposed amalgamation of Genesisfootwear Enterprises Pvt Ltd with Mirza International Ltd 92 (ninety two ) Equity shares of Rs. 2/- each to be issued by the Transferee Company Mirza International Ltd., credited as fully paid up, for every 100 (one hundred) Equity shares of Rs. 2/- each held by the shareholders of the Transferor Company Genesisfootwear Enterprises Pvt Ltd. The Board has unanimously approved the draft scheme of Amalgamation of Genesisfootwear Enterprises Pvt Ltd with Mirza International Ltd and other connected matters. Decision of the board is subject to further approval of the concerned high Court(s) and other competent authority(ies). Mirza International Ltd has informed BSE that the Board of Directors of the Company at its meeting held on June 12, 2015, approved the following Modified Share Exchange Ratio for the purpose of the proposed Amalgamation of Genesisfootwear Enterprises Pvt. Ltd. With Mirza International Ltd.; 1. 52 (Fifty two) Equity Shares of Rs. 2/- each to be issued by the Transferee Company - Mirza International Ltd., credited as fully paid up, for every 100 (one hundred) Equity Shares of Rs. 2/- each held in the Transferor Company to the Shareholders of the Transferor Company, whose names appear in the Register of Members as on the Record Date; and 2. 40 (Forty) 0% Compulsory Convertible Preference Shares (hereinafter referred to as 'CCPS') of Rs. 2/- each, credited as fully paid up may be issued by the Transferee Company, for every 100 (One hundred) Equity Shares of Rs. 2/- each held in the Transferor Company to the Shareholders of the Transferor Company, whose names appear in the Register of Members as on the Record Date. One CCPS of Rs. 2 each shall be converted into One Equity Share of Rs. 2 each. CCPS shall be compulsorily converted into equity shares on commencement of the next financial year immediately after the financial year, in which the equity shares as per aforesaid clause (a) is allotted. (As Per BSE Announcement Dated on 13.06.2015) Mirza International Ltd has informed BSE that the Hon'ble High Court of Judicature at Allahabad vide its Order dated December 15, 2015 has approved the Scheme of Amalgamation of Genesisfootwear Enterprises Private Limited ('Transferor Company') with Mirza International Limited ('Transferee Company'). (As per BSE Announcement dated on 25.12.2015) With reference to the earlier announcement dated December 25, 2015, Mirza International Ltd has now informed BSE that Formal Order has been issued by the Court as per the format provided under Law. The Company is enclosing herewith a copy of formal order. (As Per BSE Announcement Dated on 31.01.2016) Mirza International Ltd has informed BSE that the Board of Directors of the Company at its meeting held on February 18, 2016, inter-alia, has considered and approved the following: 1. Pursuant to the Scheme of Amalgamation of Genesisfootwear Enterprises Private Ltd. (the Transferor Company) with Mirza International Ltd. (the Transferee Company), as approved by Hon'ble Allahabad High Court vide its order dated December 15, 2015; the Board of Directors allotted 1,56,00,000 (one crore fifty six lacs) fully paid-up equity shares of Rs. 2/- each and 1,20,00,000 (one crore twenty lacs) fully paid-up 0% Compulsory Convertible Preference Shares of Rs. 2/- each to the shareholders of the Transferor Company. 2. The Board also noted that pursuant to the Scheme of Amalgamation approved by the Hon'ble Allahabad High Court, the account of Genesisfootwear Enterprises Private Ltd. ( Transferor Company) shall be amalgamated with that of account of Mirza International limited (Transferee Company) with effect from April 01, 2015. (As Per BSE Announcement Dated on 18.02.2016) Mirza International Ltd has informed BSE that the Board of Directors of the Company at its meeting held on April 01, 2016, the Board of Directors, inter-alia, considered and approved the conversion of 1,20,00,000 (One Crore Twenty Lacs) 0% Compulsory Convertible Preference Shares ('CCPS'') of Rs. 2 each into 1,20,00,000 (One Crore Twenty Lacs) Equity Shares of Rs. 2 each, pursuant to the clause 9.1 (b) of Scheme of Amalgamation of Genesisfootwear Enterprises Private Limited with Mirza International Limited as approved by Hon'ble High Court of Allahabad vide its Order dated December 15, 2015. The Board meeting started at 04:30 PM and concluded at 06:15 PM. (As per BSE Announcement dated 01.04.2016)
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