REG - Tata Steel Limited - Scheme of Amalgamation

TATA SteelAnnouncement

23/09/2022 07:00

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RNS Number : 3792A  Tata Steel Limited  22 September 2022

September 22, 2022

 

 London Stock Exchange

 London

 

Dear Sir(s), Madam,

 

Subject: Intimation of the schemes of amalgamation involving Tata Steel
Limited ('Company'/ 'TSL'), the identified transferor companies and their
respective shareholders

 

In compliance with Regulation 30 of the Securities and Exchange Board of
India

(Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations") issued by the Securities and Exchange Board of India ("SEBI")
read with SEBI Circular

No. CIR/CFD/CMD/4/2015 dated September 9, 2015, we wish to inform you that the
Board of Directors of the Company ("Board") at its meeting held today i.e.
September 22, 2022, inter alia, considered and approved the following Seven
(7) Schemes of Amalgamation of:

 

1.   Tata Steel Long Products Limited ('TSLP-Transferor Company') into and
with its parent company, Tata Steel Limited ('Transferee Company').

2.   The Tinplate Company of India Limited ('TCIL-Transferor Company') into
and with its parent company, Tata Steel Limited ('Transferee Company').

3.   Tata Metaliks Limited ('TML-Transferor Company') into and with its
parent company, Tata Steel Limited ('Transferee Company').

4.   TRF Limited ('TRF-Transferor Company') into and with Tata Steel Limited
('Transferee Company').

5.   The Indian Steel & Wire Products Limited ('ISWP-Transferor
Company') into and with its parent company, Tata Steel Limited ('Transferee
Company').

6.   Tata Steel Mining Limited ('TSML-Transferor Company') into and with its
parent company, Tata Steel Limited ('Transferee Company'); and

7.   S & T Mining Company Limited ('S & T Mining-Transferor
Company') into and with its parent company, Tata Steel Limited ('Transferee
Company')

 

(hereinafter individually referred to as 'the Scheme')

 

Each Scheme referred to above will be implemented in terms of Sections 230 to
232 of the Companies Act, 2013 ("Companies Act") read with the rules made
thereunder, Section 2(1B) and other applicable provisions of the Income-tax
Act, 1961 and other applicable laws including the SEBI Master Circular No.
SEBI/HO/CFD/DIL1/CIR/P/2021/0000000665 dated

November 23, 2021 and SEBI Circular No. CFD/DIL3/CIR/2017/21 dated March 10,
2017, each as amended from time to time ('SEBI Circulars').

 

Each Scheme was reviewed and recommended to the Board by the Committee of
Independent Directors and the Audit Committee of the Company.

 

Each Scheme is subject to the receipt of approval from the (a) requisite
majority of the shareholders of the respective Transferor Companies and
Transferee Company; (b) Competent Authority (as defined in each of the
Schemes), (c) SEBI (d) The National Stock Exchange of India Limited and the
BSE Limited (hereinafter collectively referred to as "Stock Exchanges"); and

(e) such other approvals, permissions and sanctions of regulatory and other
statutory or governmental authorities / quasi-judicial authorities, as may be
necessary as per applicable laws.

 

Each Scheme along with the related documents/certificates will be submitted to
the Stock Exchanges, as per the provisions of Regulation 37 of the Listing
Regulations read with the SEBI Circulars, wherever required.

 

Pursuant to Regulation 30 of the Listing Regulations, details in respect of
each of the Schemes are enclosed herewith as Annexure I-A to Annexure I-G.

http://www.rns-pdf.londonstockexchange.com/rns/3792A_1-2022-9-22.pdf
(http://www.rns-pdf.londonstockexchange.com/rns/3792A_1-2022-9-22.pdf)

This is for your information and records.

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