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MOUNT EVEREST MINERAL WATER LTD. - Outcome of Board Meeting - Mount Everest Mineral water (MEMW) to be merged with Tata Global Beverages Limited
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12 Nov 2013
Mount Everest Mineral Water Ltd has informed BSE that the Board of Directors of the Company at its meeting held on November 12, 2013, considered and approved the proposal of merger of the Company with Tata Global Beverages Limited (&quot;TGBL&quot;) in terms of a Scheme of Amalgamation under Sections 391-394 and other applicable provisions of the Companies Act, 1956 (&quot;the Scheme&quot;).&lt;br/&gt;&lt;br/&gt;The salient features of the Scheme are as follows:&lt;br/&gt;&lt;br/&gt;1. The Appointed Date of the Scheme would be April 01, 2013;&lt;br/&gt;&lt;br/&gt;2. The entire undertaking of the Company would be transferred to TGBL as a going concern together with all assets and liabilities of the Company;&lt;br/&gt;&lt;br/&gt;3. In consideration of the amalgamation, TGBL will issue shares to the shareholders of the Company in the following swap ratio recommended by the independent valuers, SSPA and Co. and Haribhakti and Co, as under:&lt;br/&gt;&lt;br/&gt;- 3 fully paid up equity shares of Rs. 1 each of Tata Global Beverages Limited for every 4 fully paid up equity shares of Rs. 10 each of Mount Everest Mineral Water Limited.&lt;br/&gt;&lt;br/&gt;4. ICICI Securities Limited has issued a fairness opinion on the swap ratio.&lt;br/&gt;&lt;br/&gt;5. TGBL holds 50.07% of the total issued, subscribed and paid-up share capital of the Company and the shares held by TGBL in the Company shall get extinguished. No new shares shall be issued in lieu of such shares of MEMW held by TGBL.&lt;br/&gt;&lt;br/&gt;The Scheme will be filed with the Stock Exchanges where the shares of the Company/TGBL are listed as per SEBI Circular dated February 04, 2013 and May 21, 2013 for receiving their comments to the Scheme. The Scheme is also subject to other statutory approvals, including sanction of the Hon&apos;ble High Court of Himachal Pradesh at Shimla and the Hon&apos;ble High Court at Calcutta.&lt;br/&gt;&lt;br/&gt;In this regard, the Company has submitted to BSE a copy of Press Release dated November 12, 2013, titled &quot;Mount Everest Mineral water (MEMW) to be merged with Tata Global Beverages Limited&quot;
View all announcements for MOUNT EVEREST MINERAL WATER LTD. Source: BSE India