Sterlite Industries India Ltd has informed BSE that the Board of Directors at its meeting held on Friday has considered and approved the purchase and consequent cancellation of the Equity Shares of the Company under a court approved Scheme.
With the Company's significant growth plans involving both expansion/ establishment of new facilities as also acquisitions, the Company is also actively looking at acquisitions of manufacturing facilities and mines (including through participation in the Governments divestment programme). The contemplated plans necessitate significant capital both in the form of debt and equity. This would entail accessing the international capital markets. The purchase of the Company's shares as approved by the Board would lead to a reduction of Capital making it easier to access the international capital markets.
The salient features of the scheme are as under:
1. The Company shall purchase its equity shares representing not more than 50% of its paid up equity capital i.e 279,96,276 equity shares of face value Rs 5 each.
2. The total consideration for purchase shall be Rs 150 per share to be discharged as Rs 100 in cash and the balance Rs 50 by allotment of 10% Secured NCDs, redeemable 35% in fourth year, 35% in 5th year and 30% in 6th year.
3. The purchase price represents a 43% premium to the past six month average market price.
4. The shares so purchased shall be cancelled.
5. The above scheme would be subject to the approval of the shareholders, creditors and the Bombay High Court.
If on implementation of the scheme, the public holding reduces to less than 10%,the Company will take steps to de-list its equity shares from the domestic bourses.
SIIL has sufficient cash flows and the cash component of the consideration would be met by internal accruals. Further, allotment of debentures is not likely to affect the debt equity ratio or profitability of the Company materially.
Earlier, SIIL had obtained the members approval for effecting the buy-back of its equity shares for an aggregate amount not exceeding Rs 2800 million and upto a maximum price of Rs 200 per share. However, the purchase of Equity Shares is now proposed to be carried out under section 391-394 of the Companies Act, 1954 through a Court approved Scheme as the quantum exceeds the prescribed limit of 25% for buy-back and since part of the consideration is envisaged to be discharged by way of allotment of debenture. In view of this, the Company will not now separately pursue the earlier buy-back Scheme.
Mastek Q2 results on January 11, 2002
A meeting of the board of directors of Mastek Ltd will be held on January 11, 2002 to consider and take on record the Unaudited Financial Results of the company for the second quarter ended and half year ending December 31, 2001.
DCM Financial Services to file appeal before Division Bench of High Court againstorder
DCM Financial Services Ltd has informed BSE that the board of directors at its emergent meeting held on Friday has decided that the company shall file an appeal before the Division Bench of the Hon'ble High Court regarding the disposal of the petition by the Hon'ble High Court vide its order dated December 20, 2001 without sanctioning of the scheme of re-organisation of share capital of the company and compromise and arrangement with its secured and unsecured creditors.
The appeal will be filed as soon as the vacations of the Court are over.
Ranbaxy & Niper sign agreement for solubility/permeability enhancement studies
Ranbaxy Laboratories Ltd and the National Institute of Pharmaceutical Education & Research (NIPER) on Friday announced the signing of an agreement for a collaborative research project on "Solubility/Permeability enhancement studies".
The study will have its application in improving the solubility and permeability of a drug that will help in enhanced safety and efficacy profile of the drug. The improved solubility/permeability is expected to reduce the dosage in certain cases and thus would also minimize side effects.
For Ranbaxy, the findings of this study would be a tool that would lead to deliverables in the areas of NDA (New Drug Application) candidates on the NDDS platform and better delivery systems for the New Chemical Entities (NCEs) being developed.
NIPER, one the most reputed academic institutions in India, is an autonomous institute under the Ministry of Chemicals and Fertilisers, Government of India, situated in Punjab. Among various disciplines, it also provides post graduation degree courses in pharmacy and conducts Ph.D degree programs.
Mysore Cements to make Tranche II of preferential issue
The Directors' Committee of Mysore Cements Ltd at its meeting held on Friday has decided to make the 2nd Tranche of the preferential issue of 43,94,069 equity shares of Rs 10 each at par to ICICI Ltd and IFCI Ltd.
ICICI Bonds (Tranche VI) issue to close on December 29, 2001
In a communication issued to the BSE, JM Morgan Stanley Private Ltd has informed that the public issue of Unsecured Redeemable Bonds in the nature of Debentures aggregating to Rs 50000 million with a right to retain over-subscription upto Rs 50,000 million to be raised in one or more tranches by ICICI - The Present Public Issue (Tranche VI) for mobilising Rs 4000 million with a right to retain oversubscription upto Rs 4000 million will close on December 29, 2001 at the close of banking hours.
UTI Bank Board to consider allotment of shares on preferential basis
UTI Bank Ltd has informed BSE that the board of directors of the bank is proposing to make allotment of 4,63,50,000 equity shares on preferential allotment basis by way of circular resolution on December 31, 2001 to the following allottees:
South Asia Regional Fund- 1,78,00,000.
CDC Financial Services (Mauritius) Ltd- 2,85,50,000.
Sri Adhikari Bros board approves acquisition of running business of its wholly owned subsidiary
Sri Adhikari Brothers Television Network Ltd has informed BSE that the board of directors of the company at its meeting held on Friday has decided, subject to necessary statutory compliances and approvals if any, to acquire the running business including goodwill and intellectual property rights of SABe TV Ltd (Mauritius) a wholly owned subsidiary company and consequently would take necessary steps to have the broadcasting business in India.
Mumbai High Court approves Aptech restructuring plan
Aptech Ltd has received clearance from Mumbai High Court for its Composite Restructuring Scheme to demerge its Training & Education business. Aptech has de-merged the Training Division from Aptech Ltd into Aptech Training Ltd (ATL) by transferring the assets and liabilities of the training business to Aptech Training Ltd.
Simultaneously, Hexaware Technologies Ltd (HTL), a SEI CMM Level 5 software Company (unlisted in India) with a focus on the United States and European markets, will merge with Aptech Ltd (Software entity).
The Shareholders of Aptech Ltd had earlier approved the Composite Restructuring Scheme at the EGM held on September 27, 2001. The Restructuring will come into effect from April 01, 2001.
The Company has filed the requisite approved order of the Court with the Registrar of Companies today. With this, the Composite Scheme of Restructuring becomes effective December 28, 2001.
The Board of Directors of Aptech Ltd and Aptech Training Ltd will shortly meet to fix the record date for implementing the restructuring.
The present paid up capital will get divided into the two companies Aptech Ltd (Software entity) and Aptech Training Ltd in a ratio of 40:60. The holder will be issued 4 equity shares, while ATL will issue 6 new Equity shares of Rs 10 each as against 10 Equity share held by them before the demerger. The new equity shares issued by ATL will be credited as fully paid up in ATL and ATL's paid up equity share capital will be Rs 18,14,94,370
The GDS issued by Aptech Ltd (2GDS =1 equity share) and listed on London Stock Exchange too will be divided in the same ratio.
Aptech Ltd's (software entity) share capital, remaining after its reduction consequent to the demerger of its training business, would be increased from Rs 12,09,82,920 to Rs 22,09,82,920 by issuing new equity shares to the shareholders of HTL in the proportion of 1 equity share of Rs 10 for every 3 equity shares of Rs 5 each held by them.
Aptech Ltd (Software entity) also proposes to change its name to Hexaware Technologies Ltd in due course of time.
"This move will help us leverage on Hexaware's established brand for more than a decade in the global software market. On the other hand, the training business would continue to use the brand, Aptech which has been one of the most recognized and respected brand in the field of IT training for nearly two decades, says Mr. Atul Nishar, Chairman, Aptech Ltd.
The Board of Directors would appoint a committee for completing formalities of allotment of shares.
The Company had appointed two reputed independent firm of Chartered Accountants M.s Deloitte Haskins & Sells and M/s. N.M. Raiji & Co. for arriving at the exchange.
M/s Dave & Girish & Co. the legal advisor, prepared the Scheme & Co-ordinated with Mumbai High court for approval of the Scheme.
Sri Adhikari Brothers clarifies on news article
With reference to news article appeared in a leading financial daily titled "Sri Adhikari scrip soars on placement talk", Sri Adhikari Brothers Television Network Ltd has informed BSE that the article published in the newspaper was based on rumours, it was not a company release or it was not based on the information provided by the company.
The company has clarified that the company is receiving proposals for strategic alliances and is exploring opportunities on this front. However, till date, nothing has been finalised.
Sierra Optima Board initiates process to reduce capital
Sierra Optima Ltd has informed BSE that the Board of Directors of the company at its meeting held on Fridayheld a detailed deliberation on the report submitted by M/s. Ernst & Young and the opinion submitted by M/s. Amarchand & Mangaldas & Suresh A. Shroff & company Solicitors & Advocates, on the options available to the company, to consider alternate business prospects and options on new market development or if necessary to consider the options available to restructure the share capital of the company, which may be rendered redundant as its major customer is terminating its purchasing activities from the company.
The advisors were appointed after the board meeting held on December 13, 2001 to consider communication received from Sierra Atlantic, Inc., conveying their decision to terminate service requisitions for all pending purchase orders by a 90-day written notice to the company and to consider initiating steps in the interest of the shareholders for dealing with the situation of imminent erosion in the company's profitability and business prospects.
The advisors have suggested various options in their respective reports.
Upon discussion of the above mentioned reports and opinion and in view of the major business risks faced by the company, the Board of Directors considered the options available to the company and arrived at the following.
1. In the present economic slowdown undertaking alternate business activity and new business development would entail long gestation period and costs with uncertain future returns. This is expected to erode the net worth of the company significantly. Hence, it was not considered prudent to undertake any alternate business activity or new market development with new technology and know how in the present recessionary situation, as this may not be in the interests of the shareholders.
2. The Board recommended that the best option available to the company with a view to protect shareholder value was to restructure and reduce the share capital of the company, subject to conformation by the court (with capital would otherwise be rendered redundant as its major customer is terminating its purchase activities and sourcing from the company). The Board recommended that the shares held by the non-Sierra Atlantic shareholders be reduced, extinguished and the capital be returned to the shareholders to protect their value.
The Board has concurred with the valuation submitted by M/s. Ernst & Young and the opinion submitted by M/s. Amarchand & Managaldas & Suresh A.Shroff & Co and has recommended that the capital of the company be reduced to the extent of 2,457,700 shares. Based on the valuation report submitted by M/s. Ernst and Young, the Board has recommended that Rs 75.10 (being aggregate of the par value of the share and the premium) per share be reduced and returned, subject to dividend distribution tax liability of Rs 6.03 per share. Thus a net amount of Rs 69.07 per share be provided to the non-Sierra Atlantic shareholders for extinguishing their stake in Sierra Optima.
The Board has recommended that the shares held by Sierra Atlantic should not be reduced/extinguished and that the capital held by them should not be returned as the current business risk has been caused by Sierra Atlantic, and they as promoters of the company must continue to bear the risk.
This, the Board feels, would also be in the interest of the employees of the company.
The Board of Directors have decided to initiate the process of reduction of the share capital of the company and to seek the approval of the shareholders including Sierra Atlantic for this purpose.
Jindal Polyester clarifies on news article
With reference to news article appeared in leading Business Daily titled "Jindal to set up Rs 1.25 billion BOPP unit", Jindal Polyester Ltd has informed BSE that the comments made by the concerned official of the company are premature at this stage and nothing has been finalised as yet.
High Court directs Sun Beam Infotech to seek members approval on scheme of arrangement
Sun Beam Infotech Ltd has informed BSE the Hon'ble High Court of Mumbai has directed the company to hold a General Meeting of shareholders on February 4, 2002 for getting their approval for scheme of arrangement between the company and Parveen Real Estate Pvt. Ltd. and their respective shareholders.
High Court approves scheme of amalgamation of Alchemie Organics with Aarti Inds
Aarti Industries Ltd has informed BSE that High Court of Gujarat has approved the petition and scheme of amalgamation of Alchemie Organics Ltd with Aarti Industries Ltd (AIL). The Scheme will be effective from April 01, 2001.
Frontier Info bags contract from Al-Hammadi
Frontier Information Technologies Ltd has bagged a prestigious Healthcare Software contract from Al-Hammadi Hospital, Saudi Arabia. Al Hammadi is the biggest modern private hospital in Saudi Arabia with more than 250 beds. Operational since 1983, it is one of the oldest hospitals and serves local and expatriate population.
Under the contract, Frontier Info has to deliver state-of-the-art solutions covering around 27 modules that include Registration, Billing, Medical Records, Doctors Appointments, IP, OP, etc. Al-Hammadi intends to promote solution to other Hospitals in Saudi Arabia and neighbouring Gulf Countries, once it is successfully operational inhouse.
Ranbaxy subsidiary granted tentative approval for commercialisation of Midazolam Hydrochloride syrup
Ranbaxy Pharmaceuticals Inc, (RPI) a wholly owned subsidiary of Ranbaxy Laboratories Ltd, announced on Friday receiving tentative approval from the US FDA for Midazolam Syrup, 2mg (base)/ml. This is the first tentative approval for this product granted to any generic company. It has been deemed to be bio-equivalent to Versed Syrup of Hoffman LaRoche. This product represents yet another addition to the ever-expanding product portfolio of RPI, that consists of not only solids, but also a growing number of products available in liquid versions and other "Value-added" dosage forms.
Midazolam syrup is indicated for use in pediatric for sedation, anxiolysis and amnesia under a monitored environment only and not for chronic or home use. The product is available in injectable form as well as syrup for oral administration. Sales in year 2000 for Midazolam totaled $ 220 million (IMS:MAT, Dec, 2000).
This tentative approval brings the total to eight ANDA's granted to Ranbaxy during 2001. Ranbaxy was awarded approval for this product in a period of twelve months, well below the average approval time achieved by other generic companies. The tentatively approved formulation is the result of Research and Development efforts that focused on the Active Pharmaceutical Ingredient (API) and the bio-equivalent formulation, both of which were developed through the scientific capabilities within Ranbaxy Research Laboratories, Gurgaon.
The product, which is presently under NDF Exclusivity and Pediatric Exclusivity, will come off patent on April 15, 2002. The company anticipates that the final approval will be granted at the time, and subsequently RPI will launch the product into the US Health Care System to all classes of Trade where it will have application. Sales will focus on a single size SKU of 118 ml tat duplicates the innovator for this controlled substance, that has established a 'niche' position in its clinical application. Sales, marketing and Distribution will be through RPIs commercial team.
Thermax Water Technologies becomes subsidiary of Thermax
Thermax Ltd. has informed BSE that subsequent to an Agreement between the Joint Venture partners, namely the company and Culligan International Co USA (Culligan), the company has acquired the 50 per cent equity stake of Culligan Water Technologies Ltd (erstwhile Thermax Culligan Water Technologies Ltd). Consequently Thermax Water Technologies has become a 100 per cent subsidiary of the company.
GOI approves 750 per cent special interim dividend declared by VSNL
Videsh Sanchar Nigam Ltd has informed BSE that the Government of India (GOI) has approved the application filed by the company regarding the decision of the Board recommending Special Interim Dividend of 750 per cent. Hence, as per the decision of the Board and in accordance with the applicable provisions of the Companies Act, 1956 the Board has now declared Special Interim Dividend of 750 per cent on the total paid up capital of Rs 2850 million.
The Board of Directors of company, at its meeting held on December 14, 2001 had recommended a Dividend of 750 per cent subject to the condition that it is cleared by the competent authority since the amount involved is more than the uptodate current year's profit and would be paid out of past profits also. The approval for this had been filed with the Government of India and with this, the approval has now been received.
Promoters hike individual stakes in Mathew Easow Research Securities
Mathew Easow Research Securities Ltd has informed BSE that two of its promoters namely Mrs Kunjamma Easow and Mrs Valsa Mathew have purchased 60,000 and 40,000 shares of the company respectively at Rs 2 per share in a spot delivery transaction. The promoter's have increased its holdings to 14,89,700 (49.66 per cent) shares.
Infoquest Software Exports Board approves consolidation of equity shares
Infoquest Software Exports Ltd has informed BSE that the board of directors of the company have approved the consolidation of equity shares in the ratio of 10:1 i.e. 10 shares of Re 1 each shall be converted into 1 share of Rs 10 per share.
The company has also informed that EGM of the company will be held on January 19, 2002.
Kalyanpur Cement to call EGM to seek members approval on alteration in AoA
Kalyanpur Cement Ltd has informed BSE that an Extraordinary General Meeting of the company is scheduled to be held on January 17, 2002 to consider the alteration in Articles of Association of the company for inserting clauses regarding Dematerialisation of Shares, Buy back of shares and issue of sweat equity shares.
C R Dua appointed as Director on Board of TVS Motor
TVS Motor company Ltd has informed BSE that the Mr C R Dua has been appointed as a Director on the Board of the company w.e.f. December 27, 2001
The company has also informed that Mr V R Metha has resigned w.e.f. December 10, 2001.
TVS Motor seeks early expiry of License Agreement with Suzuki Motors
In a communication issued to the BSE, TVS Motor company Ltd has informed that pursuant to the amended License Agreement with Suzuki Motor Corporation, Japan (SMC) which provides the Licensee with a right to seek the early expiry of the LA by giving 120 days notice to the Licensor, the company has exercised the above right and are seeking early expiry of the License Agreement by the end of April 2002 at the end of 120 days notice period.
This is being done in order to have complete freedom in respect of motorcycles licensed so far.
High Court approves amalgamation of Ajith Dairy Inds with Hatsun Agro Products
Hatsun Agro Products Ltd has informed BSE that Hon'ble High Court of Madras has approved the scheme of amalgamation of Ajith Dairy Industries Ltd with the company.
Alok Industries Board to consider allotment of shares on private placement basis
A meeting of Board of Directors of the Alok Industries Ltd is scheduled to be held on January 07, 2001 to consider allotment of 1,34,32,700 equity shares to Financial Institutions against the conversion of Fully Convertible Debenture of Rs 100/- each aggregating to Rs 180 million allotted to them on private placement basis.
Max India Board approves investment of Rs 590 million in JVC
The Board of Directors of Max India Ltd at its meeting held today (December 28, 2001) has approved the investment of up to Rs 590 million for acquisition of shares representing 85 per cent of the paid up equity share capital of a company (JVC) engaged in providing healthcare, medical and related services. The initial investment will be Rs 124.50 million and the balance will be invested in tranches. The balance 15% shares of the JVC will continue to be held by Sabita Healthcare Private Ltd.
Call India
