HLL BoD approves merger with Modern Food Industries, subsidiary

New Delhi, Sep 8 (UNI) FMCG-major Hindustan Lever Ltd (HLL) today said its Board has approved the merger of Modern Food Industries Ltd (MFIL) together with its subsidiary Modern Food and Nutition Industries Ltd (MFNIL) with the company.

The BoD approved the merger with effect from October 1, 2006.

MFIL at its Board Meeting also approved the proposal for its amalgamation with the company while the board meeting of MFNIL in this regard was scheduled to be held on September 11, 2006.

As per the amalgamation scheme, the entire shareholding of the two companies would stand cancelled and accordingly no valuation exercise or recommendation of share exchange ratio has been made.

The company's BoD has also approved for consideration of the demerger of the non-funtional factory land at Shamnagar and Jamnagar and the vacant leasehold land at Daverashola into three separate resulting companies.

''HLL will have 100 per cent stakes in the resulting companies.

The proposed demerger will be by way of subscription to the shares of the respective companies,'' a company statement said.

Steps are now being taken to obtain the approval of the shareholders and the High Court of Judicature at Bombay and at Delhi for the Scheme of Amalgamation of MFIL and MFNIL with the company.

The company is also taking measures for the demerger proposal by way of filing an application pursuant to Section 391 to 394 of the Companies Act, for approval of the Scheme of Arrangement with the companies that are proposed to be demerged and their respective members.

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