Two-Member Committee To Decide On Swap Ratio

This follows the approval of the merger by the boards of Boehringer Manheim and Nicholas Piramal, subject to the legal formalities inclusive of approval of shareholders. A two-member valuation committee, consisting of Y H Malegam of Billimoria & Co and Bansi Mehta of Bansi Mehta & Co, will recommend appropriate share swap ratio within four weeks. Meanwhile, Yezdi Malegam has resigned from the board of Boeringer Mannheim to impart impartiality to the valuation committee. Francis J Pinto, who has been on the boards of Glaxo and Pfizer, is the new chairman of BMIL.

The earlier VRS which BMIL was in the process of implementing will be studied and, if found inadequate, would be worked out afresh. The non-productive assets of BMIL will be identified and a decision on the manufacturing unit at Kolshet is awaited. Regarding the FDA case against BMIL, Ajay Piramal said that criminal and civil liabilities will be borne by BMIL, while corporate liabilities would be borne by Nicholas Piramal. BMIL may have to pay a fine for the Comsat tragedy, which will be met by its international insurance. Piramal said that production of Comsat-Forte would be stopped completely though that would not have any impact on the companys bottomline, as its contribution to sales was only Rs 50 lakh.

 

He said the Comsat-Forte fiasco had nothing to do with the merger and discounted the theory regarding the timing. Piramal said that talks for the merger were under way right from January.

A committee headed by veteran journalist M V Kamath would look into all human aspects of the tragedy and recommend actions to Nicholas Piramal. The committee would also include Gangadhar Gadgil, president, Mumbai Grahak Panchayat and A V Huilgol, veteran Gandhian and president of the Hoobly Consumers Forum.

Nicholas Piramal hopes to capture the diagnostics and biotechnology market with this merger as Corange Healthcare, the parent group of Boehringer Mannheim, is the leader in Europe in this product category.