You are aware that IFGL Refractories Ltd (IFGL) has merged with IFGL Exports Limited (IEL) on and from 1st April, 2016 following Order dated 3rd August, 2017 passed by the Hon’ble National Company Law Tribunal, Kolkata Bench. The Scheme of Amalgamation sanctioned by the Hon’ble Tribunal provide that Equity Shares of IEL to be issued and allotted to eligible shareholders of said IFGL will be listed both on BSE Limited and National Stock Exchange of India Ltd. Accordingly, an application for listing of IEL’s Equity Shares will be separately sent to you by IEL. To transact inter alia following matters arising from and consequent to approval of said Scheme of Amalgamation, a meeting of the Board of Directors of IEL has also been convened and is scheduled to be held on Saturday, 5th August, 2017.
- Giving effect to change of name of IEL to IFGL Refractories Ltd.
- Giving effect to shifting of registered office of IEL to Sector ‘B’, Kalunga Industrial Estate, PO: Kalunga 770 031, Dist. Sundergarh, Odisha.
- Reconstitute Board of Directors including appointment of Independent Directors and KMPs of IEL.
- Reconstitute Committees namely Remuneration Committee and Corporate Social Responsibility Committee of IEL.
- Constitute Audit, Stakeholders Relationship and Investment Committees in IEL.
- List IEL’s Equity Shares on BSE and NSE and to deal with matters incidental therewith including delegate authority for finalization of Information Memorandum, publication of Notices in newspapers etc.
- Fix Record Date for ascertaining eligible shareholders of IFGL entitled to Equity Shares of the Company.
- Appointment of Secretarial Auditor and Cost Auditor of IEL.
- Frame Policies including Code of Conduct for Board including Independent Directors and Senior Management Personnel, Code of Conduct on Insider Trading, Vigil Mechanism/Whistle Blower Policy, Policy for Prevention of Sexual Harassment, Policy on Transactions with Related Party, Policy on Disclosure of Material Event or Information.