Intimation regarding Order of NCLT Allahabad Bench
Awaiting price reaction for this filing.
The NCLT Allahabad Bench has sanctioned the Scheme of Arrangement involving Umang Dairies (UDL), Panchmahal Properties (PPL), and Bengal and Assam Company (BACL). Under the scheme, UDL's food/dairy business will be demerged into PPL (a wholly-owned subsidiary of BACL), and the residual UDL will merge into BACL. Shareholders will receive 1 BACL equity share (face value Rs. 10) for every 92 UDL equity shares (face value Rs. 5). The scheme was approved with overwhelming support — 99.998% of equity shareholders and 100% of secured and unsecured creditors voted in favour. No objections were raised by the ROC, Regional Director, Official Liquidator, Income Tax Department, BSE, or NSE. The appointed date is April 1, 2023, and the scheme will become effective upon filing of the order with the Ministry of Corporate Affairs, after which UDL will stand dissolved without winding up.
This is a major restructuring event — once effective, Umang Dairies will cease to exist as a separate listed entity, and its shareholders will become shareholders of BACL based on the swap ratio. Existing shareholders should expect share allocation in BACL in due course, and any pending trades or holdings in UDL will be transitioned accordingly.