Mahindra & Mahindra Ltd has informed BSE that the Board of Directors of the Company at its meeting held on February 09, 2010, has agreed to enter into a Share Subscription and Shareholders Agreement with EPC Industrie Ltd ("EPC"), the Promoters of EPC and others.
Pursuant to the above Agreements, the Company would subscribe to 65,58,065 fully paid Equity Shares of the face value of Rs. 10 each of EPC, on a preferential basis, at a price of Rs.66.10 per share constituting 38% of the enhanced share capital of EPC.
The above proposal is subject to satisfaction of various conditions, which inter alia include obtaining of necessary approvals from the shareholders of EPC in accordance with section 81 (1A) of the Companies Act, 1956 and the Regulations prescribed under Chapter VII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 and EPC obtaining in-principal approval of the Bombay Stock Exchange Ltd for listing of the Equity Shares to be issued vide Preferential allotment.
The proposed preferential issue accompanied with change in control of EPC will trigger the provisions of Chapter III of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 ("Takeover Code"). The Company would be making an Open Offer under the Takeover Code to the shareholders of EPC for 20% of the enhanced share capital of EPC as per the terms of Takeover Code.
Upon completion of preferential allotment and open offer, the Company would be acquiring management and control of EPC and would be classified as Promoter of EPC and the existing Promoters would be classified as public shareholders.Read More
Sensex
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Wednesday, February 09, 2011
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