Prism Cement - Outcome of Board Meeting

Prism Cement Ltd has informed BSE that the Board of Directors of the Company at its meeting held on August 08, 2009, inter alia, has accorded in-principle consent to pursue, subject to acceptance of a fair share swap ratio and other commercial matters relating thereto by the Board; receipt of approvals from the Stock exchanges and other requisite statutory and regulatory authorities, the shareholders of the Company, the High Courts of Judicature at Bombay and Andhra Pradesh, the proposal for amalgamation of H & R Johnson (India) Ltd and RMC Readymix (India) Pvt. Ltd. with the Company.

The Board intends to meet again to consider the terms of the proposed amalgamation including the share swap ratio after receipt of the valuation report; the fairness opinion and the draft Scheme of Amalgamation and any other matter as required.

M/s. Deven Dwarkadas & Partners, Advocates and Solicitors, Mumbai have been appointed as legal advisors, M/s. Khimji Kunverji & Co., Chartered Accountants, Mumbai and the Statutory Auditors of the Company M/s. N M Raiji & Co., Chartered Accountants, Mumbai have been jointly appointed as the independent valuers to determine the share swap ratio and Enam Securities Pvt. Ltd., Mumbai have been appointed as merchant bankers for the purpose of giving fairness opinion on the share swap ratio.