(10-Mar-2005 Hours IST)
Board has approved amalgamation of M/s Jaipur Polyspin Ltd with the Company. The necessary steps are being initiated for taking all necessary approvals for giving effects to this. Rajasthan Spg. & Wvg. Mills Ltd. has informed the Exchange that with regards to the amalgamation of M/s. Jaipur Polyspin Ltd. with the Company, the BODs at their meeting held on March 09, 2005, while approving the amalgamation in-principle, authorized a Committee of the Board to decide upon the receipt of the valuation report, the proposed exchange ratios and to approve the scheme of amalgamation. In this connection, a meeting of the said Committee of the Board shall be held on March 21, 2005, to consider and approve the valuation report, scheme of amalgamation and to decide the fair exchange ratios. (As per NSE Bulletin dated on 15/03/2005) The company has informed that the Committee of Directors of the Company, at its meeting held on March 21, 2005, has approved the Scheme of Amalgamation of M/s. Jaipur Polyspin Ltd. with the Company under Section 391 -394 of the Companies Act, 1956 to be effective with the approval of the Hon'ble High Court. The swap ratio was decided at 29 (Twenty Nine) Equity Shares of the Company in exchange of 100 (One Hundred) Equity Shares of Jaipur Polyspin Ltd. (As per BSE Bulletin dated on 21/03/2005) The company has informed that the Scheme of Amalgamation of Jaipur Polyspin Ltd with the Company has become effective from January 25, 2006 with the filing of the Order dated January 18, 2006 of Jaipur Bench of the Honble High Court of Rajasthan, by M/s Jaipur Polyspin Ltd with the ROC, Rajasthan on January 25, 2006 as required under the Companies Act, 1956. The Order of the Honble High Court of Judicature for Rajasthan at Jodhpur by the Company was already filed with ROC Jaipur on November 02, 2005. Accordingly, the financial results of the Company for the quarter and nine months ended 31st December, 2005 include the Financial Results of the merged companies, M/s Jaipur Polyspin Ltd and M/s Mordi Textiles & Processors Ltd. (As per BSE Bulletin dated on 01/02/2006) The company has informed that it has on March 13, 2006 has allotted requisite Equity Shares of Rs 10/- each fully paid up to the Shareholders of amalgamating Companies i.e. M/s Jaipur Polyspin Ltd and M/s Mordi Textiles & Processors Ltd as per Scheme of Amalgamation approved by the respective Hon'ble High Courts. (As per BSE Bulletin dated on 14/03/2006) Trading members of the Exchange are hereby informed that the under mentioned new securities of RajasthanSpinning & Weaving Mills Ltd.(Scrip Code: 500350, ISIN No: INE611A01016) are listed and permitted for trading on the Exchange with effect from Thursday, June 08, 2006. Securities 3,68,438 *Equity Shares of Rs.10/- each issued to shareholders of erstwhile Jaipur Polyspin Ltd. pursuant to Scheme of Amalgamation of the Company. Dist. Nos. 21920001 to 22288438 * These shares are ranking pari-passu with the old equity shares of the company. 2. The brief particulars of the Scheme of Amalgamation are as mentioned below: a) The Scheme of Amalgamation of the company was approved by the Hon'ble High Courts of Rajasthan vide the orders dated October 22, 2005 and January 18,2006. b) Appointed Date: April 1, 2005. c) Effective Date: January 25, 2006. d) Date of Allotment: March 13, 2006 e) Exchange Ratio - For every 100 equity shares of Rs.10/- each held in erstwhile Jaipur Poyspin Ltd., 29 equity shares of Rs.10/- each of the company have been issued. 3. As per Exchange Notice Nos. 20060215-25 dated February 15, 2006, the transferor company viz. Jaipur Polyspin Ltd. had fixed March 08, 2006 as Record Date, for giving effect to the Scheme and accordingly, trading in the shares of the said transferor company was stopped with effect from March 01, 2006. 4. The company's financial year ends on 31st March. (As per BSE Notice dated on 07/06/2006)
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