Phoenix Mills Ltd has announced that the Board of Directors of the Company at its meeting held on March 31, 2007, has considered and approved the merger of Ashok Ruia Enterprises Pvt Ltd ("AREPL") with the Company under Sections 391 and 394 of the Companies Act, 1956.
The salient Features of the Scheme are as under:
1. The Appointed Date for the merger is April 01, 2007.
2. The share exchange ratio for the merger has been determined by independent valuers i.e. Haribhakti MRI Corporate Services Pvt Ltd and M/s. Dalal & Shah, Chartered Accountants. The share capital of the Company comprises of 1,22,50,000 equity shares of Rs 10/- each whereas the share capital of AREPL comprises of 50,00,000 equity shares of Rs 10/- each. Based on the recommendation of the independent valuers, every shareholders of AREPL holding 5 equity shares will be issued 8 equity shares of Rs 10/- of the Company.
3. The Merger Scheme is subject to requisite consent, approval of the requisite majority of the Shareholders, lenders, creditors of the Company, the Bombay High Court, and the permission or approval any other statutory or regulatory authorities, which by law may be necessary for the implementation of the Scheme.
Further the Company informed that, Mr. Mahesh Iyer and / or Mr. Kiran Gandhi have been authorized to file applications and other documents for approval of the Scheme with the Bombay Stock Exchange Ltd, High Court of Judicatures at Bombay and other regulatory Authorities as may be required.