Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

SOLARA ACTIVE PHARMA SCIENCES LIMITED Board/Management Information 2021

Nov 26, 2021

61842_rns_2021-11-26_1ab8b19f-9fc7-441c-9cfc-8e292af98abe.pdf

Board/Management Information

Open in viewer

Opens in your device viewer

SOLARA Active Pharma Sciences

==> picture [61 x 52] intentionally omitted <==

Communication Address: Sciara Active Pharma Sciences Limited "Batra Centre" No. 28, Sardar Patel Road, Post Box 2630 Guindy. Chennai - 600 032, India Tel : +91 44 43446700, 22207500 Fax : +91 44 22350278

26 [th ] November 2021

To,

BSE Limited National Stock Exchange of India Limited Listing Department Listing Department 1st Floor, New Trading Ring, Exchange Plaza, 5th Floor, Rotunda Building, Plot No. C/1, G Block, Phiroze Jeejeebhoy Towers, Bandra Kurla Complex, Bandra (E), Dalal Street, Fort Mumbai - 400 051. Mumbai - 400 00 I Email: [email protected] Email: coro.relations<bseindia.com Scrip code: 541540 Name of Scrip: SO LARA Dear Sir,

Sub: Outcome of meeting of the Board of Directors of Solara Active Pharma Sciences Limited ("Company" or the "Solara") held on 26[th ] November 2021 - Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations")

This is in continuation to our letter dated l l [t][h ] November 202 l intimating the approval of the Board of Directors of the Company (the "Board") to the Composite Scheme of Amalgamation (Merger by Absorption) cum Demerger and Arrangement amongst Hydra Active Pharma Sciences Private Limited ("Hydra" or the "Amalgamating Company l" or "Transferor Company l ") and Aurore Life Sciences Private Limited ("Aurore Life Sciences" or the "Amalgamated Company l" or "Transferee Company l" or "Demerged Company") and Empyrean Lifesciences Private Limited ("Empyrean" or the "Amalgamating Company 2" or "Transferor Company 2") and Solara Active Pharma Sciences Limited ("Solara" or the "Company" or "Amalgamated Company 2" or "Transfel't:t: Cumpauy 2" or "Resulting Company") (Hydra, Empyrean, Solara and Aurore Life Sciences are collectively referred to as "Companies") and their respective shareholders (hereinafter referred to as "the Scheme").

In the aforesaid meeting, the Board had considered and taken on record the Valuation Report dated 11 [th ] November 2021 issued by Niranjan Kumar, Registered Valuer - Securities or Financial Assets and the Fairness Opinion dated 11 [th ] November 2021 issued by ICICI Securities Limited, an Independent SEBI Registered Merchant Banker (collectively referred to as "Reports"). While arriving at the share exchange/ entitlement ratio recommended in the Reports, the unaudited provisional financial statements of Hydra, Aurore Life Sciences and Empyrean and limited reviewed financial statements of Solara for the six months period ended 30 [th ] September 2021 had been relied on. The Board was informed that audit of financial statement of Aurore Life Sciences, Empyrean and Hydra as on 30th September 2021 are in final stage and the Reports are based on management certified financial statements of Aurore Life Sciences, Empyrean and Hydra. Further, the Board was informed that as the audit of aforesaid financial statements of Aurore Life Sciences, Empyrean and Hydra are in final stage, no change in valuation would be expected.

Solara Active Pharma Sciences Limited - CIN : U24230MH2017PLC291636 � / REGD. OFF: 201, Devavrata, Sector 17, Vashi Navi Mumbai - 400703. India/ Tel: 91-22-2789 2924/2789 3199/'Pax: 91-22-2789 2942

Communication Address: Solara Active Pharma Sciences Limited "Batra Centre" No. 28, Sardar Patel Road, Post Box 2630 Guindy, Chennai - 600 032, India Tel : +91 44 43446700, 22207500 Fax : +91 44 22350278

SOLARA Active Pharma Sciences

==> picture [60 x 55] intentionally omitted <==

In the above connection, on the request of the management of the Company to ensure compliance with the requirement of Stock Exchange for considering audited financials of unlisted companies by the valuer for preparation of valuation report a letter has been issued by Mr. Niranjan Kumar dated 26 [th ] November 2021 as well as !CIC! Securities Limited dated 26th November 2021. The letters certify that, on perusal of the audited accounts of Hydra, Aurore Life Sciences and Empyrean for the six month period ending on 30th September 2021, there has been no change in the unaudited accounts vis-a-vis the audited accounts and therefore the share exchange ratio recommended in the respective Report dated 11 [th ] November 2021 would remain same as at the valuation date (i.e., 11 [th ] November 2021) if audited accounts of Hydra, Aurore Life Sciences and Hydra had been considered.

In the meeting, the Board, after due consideration and discussion, have approved and taken on record the above mentioned letters.

The same may kindly be read in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This is for your infonnation and record.

Thanking you,

Yours faithfully, For and on behalf of Solara Active Pharma Sciences Limited

i}!::d.� Company Secretary

Solara Active Pharma Sciences Limited - CIN : U24230MH2017PLC291636 REGO. OFF: 201, Devavrata, Sector 17, Vashi Navi Mumbai- 400703. India/ Tel: 91-22-2789 2924 / 2789 3199 / Fax: 91-22-2789 2942