IHCL clears merger of five hotels including Taj Lands End with it

Mumbai, Oct 12 (UNI) Indian Hotels Company Ltd(IHCL), a Tata Group company, has approved the proposal to merge Indian Resort Hotels, Gateway Hotels And Getaway Resorts, Kuteeram Resorts, Asia Pacific Hotels and Taj Lands End with the Company.

Announcing this to BSE, the company said the merger is in accordance with the terms of a scheme under section 391 - 394 of the Companies 1956. This was decided at the Board meeting of IHCL on October 12, 2006.

Accordingly, the proposal provides that the merger will take effect from the appointed date i.e. April 01, 2006 or such other date as may be mutually agreed by the Board of Directors of the above mentioned companies and IHCL after all the necessary and applicable approvals are obtained and the Scheme to be ratified by respective High Courts, is filed with the concerned Registrar of Companies.

The IHCL Board also approved the share entitlement ratio for members of Indian Resort Hotels at the ratio of 2 Ordinary shares of IHCL in the Company of Rs 10/- each credited as fully paid-up for every 7 equity shares of Rs 10/- each credited as fully paid-up held by such member in Indian Resort Hotels.

For members of Gateway Hotels and Getaway Resorts, the ratio will be 10 Ordinary shares in IHCL of Rs 10/- each credited as fully paid-up for every 47 equity shares of Rs 10/- each credited as fully paid-up held by such member in Gateway Hotels And Getaway Resorts.

Whilst the face value of the ordinary shares of the Company is currently Rs 10/- each, pursuant to the resolution passed by postal ballot dated September 21, 2006, the Members of the Company have approved the sub-division of the ordinary shares from a face value of Rs 10/- each to a face value of Re 1/- each with effect from November 03, 2006, record date, determined by the Board of Directors of the Company.

Since the Company holds 100 per cent of the issued, subscribed and paid up capital of Asia Pacific Hotels and Taj Lands End, the entire share capital held by IHCL in the two entities shall stand cancelled upon the proposed amalgamation becoming effective.

As IHCL holds 25 per cent and Gateway Hotels And Getaway Resorts holds 75 per cent of the issued, subscribed and paid up capital of Kuteeram Resorts Pvt India Ltd and upon the scheme of amalgamation coming into effect, the Gateway Hotels And Getaway Resorts would stand amalgamated with the Company, whereby 100 per cent of the issued, subscribed and paid up capital of Kuteeram Resorts Pvt Ltd shall vest in the Company without any further act.

UNI SN PM SKB2009