Board of KRBL approves scheme of amalgamation

At meeting held on 18 February 2015

KRBL announced that based on the recommendation of the Audit Committee, Board of Directors of the Company has, at its meeting held on 18 February 2015, inter alia, consider and approved the scheme of Amalgamation under section 391 to 394 read with 100 to 103 of the companies Act, 1956 and corresponding sections of the Companies Act, 2013 (as and when such corresponding sections are notified in the Official Gazette by the Central Government) between KRBL and Radha Raj Ispat ('Radha Raj') and their respective shareholders and creditors ('Scheme'). The Scheme is proposed to be effective from 01 April 2015, being the Appointed Date.

Radha Raj is part of the Promoter Group of KRBL. Radha Raj holds 11.86% of KRBL's Paid-Up Equity Share Capital. Pursuant to the proposed amalgamation of Radha Raj with KRBL, post-merger paid-up capital of the Company will remain same and there will be no dilution for any shareholders including public shareholders. The individual Promoters will directly hold shares in KRBL and there will be no change in the Promoter shareholding of KRBL.

The Promoters will continue to hold the same percentage of shares in KRBL i.e. 58.81% of KRBL's Paid-Up Equity Share Capital even after this proposed merger. The purpose of this amalgamation is to simplify the shareholding structure and reduction of shareholding tiers and to demonstrate the Promoter Group's direct commitment to and engagement with KRBL.

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