Update on Scheme of Arrangement (Scheme)
A composite Scheme of Arrangement (the “Scheme ”), pursuant to the provisions of Sections 230 to 232 of the Companies Act, 2013 and other applicable provisions of the Companies Act, 2013 and the rules made thereunder between Strides Shasun Limited (Strides), SeQuent Scientific Limited (SeQuent) and the Company (Solara) and their respective shareholders and creditors, was approved by the Board pursuant to its resolution dated March 20, 2017. The Scheme was approved by our shareholders at a meeting convened by the National Company Law Tribunal, Mumbai Bench (NCLT) on December 27, 2017.
The Scheme provided for the demerger of the commodity API business of Strides and the human API business of Sequent and transfer of the same to our Company pursuant to the provisions of Sections 230 to 232 of the Companies Act, 2013 and other applicable provisions of the Companies Act, 2013 and the rules made thereunder (the “Demerger ”). The appointed date for the Scheme is October 1, 2017.
The Hon’ble National Company Law Tribunal sanctioned the Scheme, Mumbai Bench by an order dated March 9, 2018 and issued on March 22, 2018. Strides, SeQuent and the Company made the Scheme effective on March 31, 2018 (Effective Date).
Pursuant to the Scheme, Strides and SeQuent fixed April 9, 2018 (Record Date) as the record date for arriving at entitlement of shareholders who will be eligible for issue of equity shares by Solara.
In consideration of vesting of the Commodity Business of Strides, our Company on April 11, 2018, issued and allotted to members of Strides, whose names were recorded in the register of members of Strides on the Record Date, 1 (one) Equity shares of Rs. 10/- each of Solara for every 6 (six) equity shares of Rs. 10/- each of Strides.
In consideration of vesting of the Commodity Business of SeQuent, our Company on April 11, 2018, issued and allotted to members of SeQuent, whose names were recorded in the register of members of SeQuent on the Record Date, 1 (one Equity shares of Rs. 10/- each of Solara for every 25 (twenty five)) equity shares of Rs. 2/- each of SeQuent.
Securities and Exchange Board of India (SEBI0 vide letter dated June 20, 2018 has granted relaxation from the applicability of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957 in respect of the listing of shares issued by Solara pursuant to the Composite Scheme.
The Company has also received final listing/trading approval from both the BSE Limited (“BSE”) and the National Stock Exchange of India Limited (“NSE”) on June 25, 2018 and the equity shares of Solara commenced trading in BSE and NSE on June 27, 2018
BSE Limited - Scrip Code: 541540
NSE – Scrip Code: SOLARA
ISIN - INE624Z01016
Face Value: Rs. 10/- per equity share
Company Secretary & Compliance Officer
S. Murali Krishna
‘Batra Centre’, No. 28, Sardar Patel Road Post Box No. 2630, Guindy Chennai 600 032
Fax: +91 44 22350278
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