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Datamatics Global Services Limited — M&A Activity 2023
Dec 19, 2023
61141_rns_2023-12-19_33b6f956-7c06-42ba-957d-9017b451a08a.pdf
M&A Activity
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December 19, 2023
To, Corporate Communication Department Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeeboy Towers, Exchange Plaza, Bandra Kurla Complex, Dalal Street, Mumbai – 400 001. Bandra (East), Mumbai - 400 051. BSE Scrip Code: 532528 NSE Code: DATAMATICS
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Sub: Proceedings of the meeting of the Unsecured Creditors of Datamatics Global Services Limited (“the Company”) convened on Tuesday, December 19, 2023 pursuant to the order of the Hon’ble National Company Law Tribunal, Mumbai Bench
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Ref: Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Dear Sir/Madam,
Please find enclosed the Proceedings of the NCLT Convened Meeting of Unsecured Creditors of the Company held on Tuesday, December 19, 2023 at 11:30 a.m. (IST), through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM) pursuant to the order of the Hon’ble National Company Law Tribunal, Mumbai Bench dated June 22, 2023 for the purpose of considering, and, if thought fit, approving, with or without modification(s ), the Scheme of Amalgamation for the merger of Delta Infosolutions Private Limited (“Transferor Company”) with and into Datamatics Global Services Limited (“Transferee Company”/ “Company”) and their respective Shareholders (“Scheme”), the details of which were given in the Notice dated November 15, 2023.
The meeting of Unsecured Creditors commenced at 11.30 a.m. and concluded at 11.48 a.m.
Please note that the Consolidated Scrutiniser’s Report on the voting results of the meeting shall be submitted separately.
You are requested to take the above on record.
Yours faithfully,
For Datamatics Global Services Limited
DIVYA Digitally signed by DIVYA KUMAT KUMAT Date: 2023.12.19 12:21:53 +05'30'
Divya Kumat EVP, Chief Legal Officer and Company Secretary (FCS: 4611)
Encl. a/a
DATAMATICS GLOBAL SERVICES LTD. Knowledge Centre, Plot 58, Street No. 17, MIDC, Andheri (East), Mumbai - 400 093. INDIA | Tel: +91 (22) 6102 0000/1/2 | Fax : +91 (22) 2834 3669 | CIN: L72200MH1987PLC045205 | [email protected] | www.datamatics.com
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Summary of the proceedings of the NCLT Convened Meeting of the Unsecured Creditors of the Company
Ms. Divya Kumat appointed as Chairperson of the Meeting by the Hon’ble National Company Law Tribunal, Mumbai Bench ( “Hon’ble NCLT” ) pursuant to its Order dated June 22, 2023 to conduct the proceedings of the Unsecured Creditors Meeting held on December 19, 2023 at 11.30 a.m., chaired the Meeting. She welcomed the Unsecured Creditors, Directors present at the meeting and acknowledged the presence of Ms. Isha Shah, Partner of Shah Patel & Associates as Scrutinizer. After ensuring the requisite quorum for the meeting being present, she called the meeting to order.
Thereafter, the Unsecured Creditors were apprised on the important statutory matters and about the modalities of the meeting. The Unsecured Creditors were informed that the meeting was held through VC/OAVM, pursuant to the order passed by the Hon’ble NCLT and in accordance with the circulars issued by the Ministry of Corporate Affairs, Securities and Exchange Board of India.
The Unsecured Creditors were also informed that the Company had provided remote e-voting facility to Unsecured Creditors for casting of votes through electronic means through National Securities Depository Limited (NSDL). The remote e-voting commenced from Sunday, November 19, 2023 at 09.00 A.M. (IST) and ended on Monday, December 18, 2023 at 05.00 P.M. (IST). The facility for e- voting was also made available during the Meeting, for those Unsecured Creditors who had not cast their vote earlier through remote e-voting.
The Unsecured Creditors were further informed and they noted that resolution proposed for adoption by the Unsecured Creditors at this meeting relates to approval of Scheme of Amalgamation for the merger of Delta Infosolutions Private Limited (“Transferor Company”) with and into Datamatics Global Services Limited (“Transferee Company”) and their respective Shareholders (“Scheme”). The Unsecured Creditors also noted that the notice convening the meeting along with explanatory statement under Section 230 read with Section 102 of the Companies Act, 2013 and the Scheme, had been circulated to the Unsecured Creditors by the permissible mode were taken as read.
The Unsecured Creditors were then apprised about the Scheme and its rationale.
Thereafter, the Resolution for approving the Scheme was placed before the Unsecured Creditors for their consideration and approval.
The Chairperson informed the participants that no Unsecured Creditors had registered themselves as speaker for the meeting.
The Chairperson informed the Unsecured Creditors that the results of e-voting shall be disseminated to the stock exchanges and also uploaded on the websites of the Company and National Securities Depository Limited (NSDL), the authorized agency providing e-voting facility
The Chairperson thanked the Unsecured Creditors for joining the meeting.
It was thereafter declared that the proceedings of the meeting were closed and concluded. The Meeting concluded at 11:48 a.m. The e-voting facility at the Meeting remained open for 15 minutes thereafter.
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