Shriram Transport Finance Co. Ltd. has announced that "the Scheme of Amalgamation of Shriram Overseas Finance Limited (SOFL) (transferor Company) with this Company (transferee Company), has been sanctioned and the Order thereof has been pronounced by the Hon'ble High Court of Judicature at Madras on 1st December, 2006.
The Scheme of Amalgamation has fixed 1st April 2005 as the 'Appointed Date' for giving effect to the scheme, and consequently, Shriram Overseas Finance Limited has been dissolved without being wound up."
"In the meanwhile, SOFL has obtained permission from the Registrar of Companies, Tamil Nadu to convene and hold its Annual General Meeting on or before December 31, 2006, which otherwise should have been held on or before September 30, 2006. Hence, prior to the pronouncement of the aforesaid Order and as required under the Companies act, 1956, SOFL, by its letter dated November 30, 2006, had sent intimation to the Exchange about its Annual General Meeting to be held on 30th December, 2006 and Book Closure dates for AGM purpose. As the transferor company, i.e. SOFL is dissolved without being would up as a consequence of the aforesaid Order of the Honorable Court, SOFL will not be able to convene and hold its Annual General Meeting as intimated to the Exchanges. Hence, the intimation sent by SOFL may please treated as withdrawn and cancelled due to the operation of law."
"Though, the Scheme of amalgamation as sanctioned by the Honorable High Court envisages that this Company shall fix a Record Date for determining the shareholders to whom the shares are to be allotted by this Company consequent to the Order, by way of good Corporate Governance Practice, the Company has invited all the shareholders of SOFL to attend the 27th Annual General Meeting of the Company to be held on 30th December, 2006 at Rani Seethai Hall, 603, Anna Salai, Chennai 600 006 at 11.00 A M, and has forwarded its 27th Annual Report to the shareholders of SOFL together with the Notice convening the AGM, though the post merger allotment of company's shares to the Shareholders of SOFL have not yet been made."