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| Exchange Disseminated Time | Alicon Castalloy Ltd has informed BSE that the Board of Directors of the Company at its meeting held on December 26, 2014, has considered and approved the Scheme of Arrangement ('Scheme') between Atlas Castalloy Limited (“Transferor Company”) and Alicon Castalloy Limited and their respective shareholders and creditors as per the terms and conditions mentioned in the Scheme, subject to the approval of stock exchanges, shareholders, creditors. Hon'ble High Court of Judicature at Bombay and other regulatory agencies, as applicable.
The salient features of the Scheme are as follows:
1. The appointed date of the Scheme would be April 01, 2014.
2. Transfer of Casting Business from Transferor Company to Transferee Company.
3. The Company to issue its shares to the shareholders of Atlas Castalloy Limited as on record date based on swap ratio determined by SSPA & Co., Chartered Accountants.
4. M/s. Fortress Capital Management Services Private Limited, Mumbai, a SEBI registered Category I Merchant Banker has issued a fairness opinion on the swap ratio.
The valuation report dated December 26, 2014 provided by SSPA & Co., Chartered Accountants, and Fairness Opinion Report December 26, 2014 provided by M/s Fortress Capital Management Services Pvt Ltd., Mumbai, a SEBI registered Category I Merchant Banker were placed before the Audit Committee and Board of the Company. Based on the aforesaid Valuation Report and Fairness Opinion Report, the Audit Committee has furnished its report to the Board recommending the aforesaid Scheme. |
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