Hindustan Lever to merge Modern Food, to demerge non-functional factory land

Hindustan Lever Ltd has announced that the Board of Directors of the Company at its meeting held on September 08, 2006, inter alia, has approved the proposal for:

1. Merger of Modern Food Industries Ltd (MFIL) and its subsidiary Modern Food and Nutrition Industries Ltd (MFNIL) with the Company, with effect from October 01, 2006. In terms of the Scheme of Amalgamation the entire shareholding of the two Companies would stand cancelled and accordingly no valuation exercise or recommendation of share exchange ratio was made.

2. Demerger of the non-funtional factory land at Shamnagar and Jamnagar and the vacant leasehold land at Daverashola into three separate Resulting Companies, being 100% subsidiaries of the Company, with effect from October 01, 2006, for consideration by way of subscription to the shares of the respective Resulting Companies.

Draft Schemes, setting out the terms and conditions with regard to the above were duly approved by the Board in the said meeting and steps are now being taken to obtain the approval of the shareholders and the Hon´ble High Court of Judicature at Bombay and at Delhi for the Scheme of Amalgamation of MFIL and MFNIL with the Company.

The Company is also taking steps for the demerger proposal by way of filing an application pursuant to Section 391 to 394 of the Companies Act, for approval of the Scheme of Arrangement with the Companies and their respective members.

Further the Company has informed that, MFIL at its Board Meeting held on September 08, 2006 approved the proposal for its amalgamation with the Company while the board meeting of MFNIL in this regard is scheduled to be held on September 11, 2006.

Source : Equity Bulls

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