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RESTRUCTURING
The Company made an application under u/s.391(1) & 393 of the Companies Act, 1956 for amalgamation of Bulland Buildmart Pvt Ltd. (BBPL), a wholly owned subsidiary, in the High Court at Calcutta and the said Court has passed an Order on 18th March, 2009 to convene a meeting of Equity Shareholders of the company and BBPL on 23rd April,2009 to approve the proposed Scheme of Amalgamation with or without modification.
The said scheme is proposed to be effective from 1st October, 2008 and all the assets & liabilities of BBPL will stand vested with the Company from the aforesaid date if so approved by the Shareholders and the Hon'ble High Court. Since BBPL is a wholly owned subsidiary of the Company as such no shares / securities will be issued or any consideration shall be paid to the members of the said company. The Shareholders of the Company in the meeting held on the aforesaid date have approved the Scheme without any modification with 99.99% majority. The necessary further steps are being taken in this connection.
DIVIDEND
The Board of Directors in its meeting held on 31st October,2008 declared an interim dividend and today has recommended the final dividend for the year ended 31st March,2009 on Ordinary Shares as under:
  31st March,
 2009
31st March,
 2008
  (Rs.) (Rs.)
Interim on 4,57,43,318 Ordinary Shares of Rs.10/- each @ Rs. 2.25 per Share
(previous year nil per share)
10,29,22,466
-
Final on 4,57,43,318 Ordinary Shares of Rs.10/- each @ Rs. 3.25 per Share
(Previous year Rs.5.50 per Share)
14,86,65,784 25,15,88,249
Thus, the total dividend of Rs.5.50 per share as per detail given herein above, has been paid/recommended by the Board for the financial year ended 31.03.2009.
AUDIT REPORT
As regards as paragraphs 3.1 (b) & 3.2(a) referred to by the Auditors in its Auditor's Report, the physical verification of fixed assets (in phased manner) and inventories as referred in para nos. 3.1(b) and 3.2(a) respectively at the Spun Pipes & Foundaries Section of the company, could not be carried out due to continued suspension of work and barricade in front of the factory gate by a section of workmen at the said Section. So far as the paragraph 3.9(b) of the Report is concerned, the same is self explanatory and needs no further explanation.
Regarding the paragraph 3.19 of the Report, the immovable properties of Birla Tyres, Section of the company at Uttarakhand,could not be mortgaged due to pending verification of Search Report of properties of the said Section by the empanelled lawyer of the Lead Banker, State Bank of India.

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