Pursuant to the Order dated 11th December, 2017 passed by the National Company Law Tribunal, Bench at Kolkata a meeting of Equity Shareholders of the Company was held on Saturday, 20th January, 2018 at 3 p.m. at Emami Tower, 687, Anandapur, E. M. Bypass, Kolkata-700107, for approving the scheme of amalgamation proposed to be made between Zandu Realty Limited (Transferor Company), with Emami Infrastructure Limited (Transferee Company) and their respective Shareholders and Creditors.
Further, the Company has provided the facility of e-voting, postal ballot and voting at the meeting as per Companies Act, 2013, SEBI Circular and the aforesaid Order of NCLT.
Accordingly, voting by equity shareholders of the Company for approval of the Scheme has been carried out through (i) postal ballot; (ii) e-voting; and (iii) voting at the venue of the meeting, which was held on 20th January, 2018.
Further, in terms of the SEBI Circular and NCLT Order, the Scheme is also required to be approved by majority of the Public Shareholders of the Company by e-voting and accordingly, voting by Public Shareholders of the Company has been carried out through e-voting
As per Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed, the followings disclosures:-
a. In terms of the Companies Act, 2013 and NCLT Order - Voting results of equity shareholders of the business transacted through (i) postal ballot; (ii) e-voting; and (iii) voting at the venue of the meeting along with the Scrutinizers Report - Annexure A.
b. In terms of the SEBI Circular - Voting results of the Public Shareholders by e-voting, along with a separate Scrutinizers Report - Annexure B.
The proposed resolution approving the Scheme was passed with requisite majority by Equity Shareholders of the Company (including Public Shareholders), as required by NCLT Order and the SEBI Circular.
The above if for your information and dissemination to the public.
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