Karachi: In accordance with Clause (xxiii) of the Listing Regulations No. 35 under Code of Corporate Governance, and further to our letter dated October 27, 2011, we are please to convey the following information:
The Board of Directors in their meeting held on November 15, 2011 has approved the Scheme of Arrangement (“Scheme”) pertaining to the merger by way of amalgamation of Feroze Textile Industries Private Limited into and with Feroze1888 Mills Limited (FML) excluding certain properties which are to be merged with and into UTI Industries (Pvt.) Limited and Friendship (Pvt.) Limited. The Scheme will be subject to such changes and modifications as may be required by the shareholders, regulatory bodies and honorable Sindh High Court, Karachi. The petition in terms of section 284 to 288 of the Companies Ordinance, 1984 will be filed with honorable Sindh High Court in due course.
The Board of Directors for the purpose of the Scheme also approve the following swap ratio:
437.2 ordinary shares of the face value of Rs. 10 each of Feroze1888 Mills Limited will be issued to the shareholders of Feroze Textile Industries (Private) Limited for every one ordinary share of the face value of Rs. 100 each held by them, representing adjusted book value of net assets transferred.
For more information, contact:
Feroze1888 Mills Limited
B-4/A, S.I.T.E., Karachi- 75700