FINC click on the button below, and select the case from the list of available cases: Last but not the least, around , the economy had just started coming out of woods. The order passed by SEBI inter alia recorded thus:. Ltd vs Pharmaco Flavours And Fragrances There is, however, a serious dispute on the correctness of the recording contained in the file note dated 19th November Surajmull , the Federal Court held that in a case where the subject matter of the contract consisted of certain shares in a Private Limited Company, that it was quite proper to grant a decree for specific performance of a contract for the sale of such shares and that would fall within the scope of the illustration where the shares were limited in number and were not ordinarily available in the market.
The percentage of equity shares proposed to be acquired was stated to be 0. The Second Plaintiff thereafter, applied for and obtained the permission of SEBI for the acquisition of an additional 0. Deal makes Guj Ambuja most valuable cement co. The sanction of the Learned Company Judge to the Scheme of Arrangement was expressly sought on the basis that under the Scheme, the Employees’ Trust will acquire The Restructuring Agreement shall set out the framework of the entire transaction, the manner of implementation and the respective rights and obligations of the parties.
In the rejoinder filed on behalf of the Plaintiffs by Shri Sivaraman, it has not been disputed that Shri Rathi had called him up to express his displeasure at the recording of the discussion during the meeting upon which Shri Rathi commented, that this was only an internal note for the concerned officials.
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Email to a Friend. At this stage, to facilitate a prima facie evaluation of the merits, it would be necessary to emphasize the element of mutuality involved in the proposed transaction.
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By consent, the Motion has been taken up for final disposal. With this Grasim would receive approx. Chennai-based Chartered Accountant S. Thereafter, an investment company that was a subsidiary of Grasim acquired another 4.
Larsen And Toubro Limited, An vs Grasim Industries Limited, A on 14 December,
The entire transaction was proposed to be executed through a composite and integrated scheme of arrangement under Sections to of the Companies’ Act, grwsim The earlier understanding between the parties was that This article is closed for comments. The Plaintiffs seek specific performance of an agreement by which the Defendants agreed, according to the Plaintiffs, to sell their shareholding of 9,62, shares in the First Plaintiff which, together with the accretion of bonus shares totals up to 19,25, shares.
Rathi, whole time Director and Chief Financial Officer on behalf of Grasim and vz was stated that the original of the letter was being kept in the safe custody of S. Steve jobs best speech. The Restructuring agreement was the foundation of the Sthdy of Arrangement which was presented before this Court.
Naik by Minhaz Merchant. The objectives of the restructuring agreement were defined as follows:.
Adoption of micro insurance: Prima facie, the course of events that has taken place would show that it was initially within the contemplation of the parties that as part of the restructuring agreement of the cement business, Grasim would acquire a certain specified percentage of the equity of graxim Cement Company, while on the other hand, it would sell the entire shareholding of The expression “sale price” was defined to mean the price of Rs. This was followed by the Deed of Covenant which incorporated the same understanding.
Deal makes Guj Ambuja most valuable cement co.
Case Study in A Takeover Battle – Grasim vs. L&T|Finance|Case Study|Case Studies
In the present case, the terms of the Restructuring Agreement provide that the parties intended that it would constitute the entire agreement between them, cancelling and superseding all prior agreements and understandings.
They managed to retain ready mix cement business and other key assets of the cement division as stated earlier. His tenacity in holding off the bids, and his tendency to extract positives from grasum situations, made friends of Mr. The order passed by SEBI inter alia recorded thus:. Restructuring was an original idea by Mr.
De-merger of UltraTech Cement by L&T and its acquisition by Grasim
A meeting was held between the officials of the parties on 14th April In fact, the offer of Grasim was categorical in the following terms:. Counsel appearing on behalf of the Plaintiffs has applied for the continuation of the ad-interim order dated 5th October in order to enable the Plaintiffs to espouse their remedies in appeal. Teaser brought to you by Management Paradise.
The Notice of Motion shall accordingly stand dismissed. Section 10 postulates that specific performance of a vw may in the discretion of the Court be enforced where there exists no standard for asserting the actual damage caused by the non-performance of the act agreed to be done or where compensation in money would not afford adequate relief.
The story of that battle is quite thrilling but not the subject matter of this case. In view of the fact that the Court will be in recess between 21st December and 6th Januaryit is in my view appropriate to extend the ad-interim order so as to enable the parties to seek their remedies in appeal.
This was as a result of the capital restructuring of the First Plaintiff upon which there was a reclassification of