The Board of Directors of Alembic Ltd at its meeting held today has inter alia considered and accorded 'in-principle' approval to the proposal to demerge the Identified Real Estate Undertaking of the Company into Shreno Limited, an unlisted public limited company, to be implemented by way of a Scheme of Arrangement ('Scheme') under section 230-232 of the Companies Act, 2013 and the rules and regulations made thereunder ('Proposed Demerger').
The Identified Real Estate Undertaking proposed to be demerged would comprise of:
- A premium residential real estate project of Alembic Limited;
- Interest in real estate business held through investment in Shreno Limited; and
- Project Management Consultancy ('PMC') business, services of which are provided by the Company to Shreno Limited.
The Proposed Demerger would, inter alia, provide the following benefits:
i) Elimination of inter-company cross holdings and corresponding value unlocking and creation of additional liquidity for the shareholders of the Company; and
ii) Overall enhancing shareholder value by creating leaner and focused organizations; and
For the purpose of the Proposed Demerger, the Board of Directors of the Company have considered the appointment of various agencies such as:
i) Lawyers for drafting and advising on the Scheme of Arrangement;
ii) Independent valuer to carry out valuation to determine the value of the undertaking to be demerged and suggest a suitable share entitlement ratio;
iii) Merchant Banker to advise and submit the fairness opinion report with respect to the Proposed Demerger.
The Proposed Demerger is subject to execution of finalization and approval of the draft Scheme of Arrangement by the Board of Directors of respective companies in a subsequent board meeting, approval of the Stock Exchanges and SEBI, approval of the shareholders of respective companies, approval of the jurisdictional National Company Law Tribunal and subject to such other necessary approvals and compliances as per applicable laws in accordance with the provisions of the Companies Act 2013 and SEBI (Listing Obligation and Disclosure Requirement), Regulations 2015 ('LODR Regulations').
The time of commencement of the Board Meeting was 4:00 p.m. and the time of conclusion was 5:15 p.m.
Shares of ALEMBIC LTD. was last trading in BSE at Rs.53.65 as compared to the previous close of Rs. 53.85. The total number of shares traded during the day was 405270 in over 1988 trades.
The stock hit an intraday high of Rs. 56.25 and intraday low of 53.3. The net turnover during the day was Rs. 22158959.