Sundaram Clayton Ltd (SCL), part of TVS Group, today said the board has approved modified draft scheme of arrangement which had proposed the scheme of arrangement including amalgamation and demerger among Sundaram-Clayton Ltd and its wholly-owned subsidiaries Anusha Investments Ltd (AIL) and Sundaram Investment Ltd (SIL).
As per the modified scheme, SCL would demerge Anusha Investments and Sundaram Investment from the company and would amalgamate AIL with itself, subject to regulatory approvals and sanctions.
The non-automotive related business, would be demerged to and in favour of SIL comprising all assets, liabilities, duties, rights and obligations relatable to non-automotive related business, while the automotive related business would be retained with the demerged company.
Post demerger SIL, the non-automotive related business, would be delisted providing an exit option to the public shareholders at a fair value based on the valuation done by the valuer and the fairness opinion on the valuation given by the merchant banker.
The fair share entitlement ratio for every two equity shares of Rs 5 each fully paid up shares of SCL prior to the reorganisation, one equity share of Rs 5 each fully paid up of SIL or one non cumulative redeemable preference share of Rs 5 each of SIL shall be issued and allotted by SIL.
One equity share of Rs 5 each fully paid up of SCL would be issued and allotted by SCL after cancellation and extinguishment of the equity shares held in SCL prior to reorganisation, added the company announcement.
It is to be noted that the company has been planning to segregate its non-automotive business into a seperate company and has came up with the draft composite scheme of arrangement for the reorganisation.