Last checked at 3 Feb 2009 07:00
January 31, 2009
Sub: Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956
The Committee of Directors of the Company at their meeting held today, considered and approved a Scheme of Arrangement between Reliance Infrastructure Limited, Reliance Energy Generation Limited, Reliance Goa & Samalkot Limited, Reliance Power Transmission Limited, Reliance Energy Limited, Reliance Infraprojects Limited, Reliance InfraVentures Limited and Reliance Property Developers Limited and their respective shareholders and creditors ('the Scheme') under section 391 to 394 of the Companies Act, 1956.
The salient features of the Scheme are as under:
| Divisions | Resulting Companies | |
| 2.1 | Dahanu Thermal Power Station | Reliance Energy Generation Limited |
| 2.2 | Goa & Samalkot Power Stations | Reliance Goa and Samalkot Limited |
| 2.3 | Transmission Division | Reliance Power Transmission Limited |
| 2.4 | Distribution Division | Reliance Energy Limited |
| 2.5 | EPC Division | Reliance Infraprojects Limited |
| 2.6 | Toll Road Division | Reliance InfraVentures Limited |
| 2.7 | Real Estate Division | Reliance Property Developers Limited |
Pursuant to the Scheme, there will be no change in the capital structure of the Company. No shares or securities will be issued or cancelled.
A copy of the media release being issued is enclosed.
Kindly take the above on record.
Thanking you,
Yours faithfully
For Reliance Infrastructure Limited
Ramesh Shenoy
Company Secretary
MEDIA RELEASE
Reliance Infrastructure to demerge its business Divisions to
wholly owned subsidiaries
Reorganisation to achieve synergies with
transparent business structure
focused management - attract and retain quality talent
greater transparency of business performances
value unlocking enabled
No change in the capital structure of the Company
Mumbai, January 31, 2009 : The Committee of Directors of Reliance Infrastructure Limited today approved the Scheme of Arrangement under Sections 391 to 394 of the Companies Act, 1956 for transfer and vesting of various division of Reliance Infrastructure to its wholly owned subsidiaries.
The re-organization exercise would achieve the following for the R Infra Group:
Simplified and transparent business structure and alignment of interest of various stake holders
Focused management
Greater transparency on the performance of individual businesses
Attract and retain quality talent
Value unlocking enabled - Possibility of investments by strategic / financial players in different businesses
Optimal financing structure for individual businesses
Tax efficiency for individual businesses
The Scheme envisages transfer of various Divisions of Reliance Infrastructure Limited to various Resulting companies as under :
Dahanu Thermal Power Station to Reliance Energy Generation Limited
Power Transmission Division to Reliance Power Transmission Limited
Power Distribution Division to Reliance Energy Limited
EPC Division to Reliance InfraProjects Limited
Toll Roads Division to Reliance InfraVentures Limited
Real Estate Division to Reliance Property Developers Limited
Pursuant to the Scheme, there will be no change in the capital structure of the Company. No share or securities will be issued or cancelled.
The Scheme is subject to requisite consent of shareholders, lenders, creditors of RInfra and resultant companies, stock exchanges, the Bombay High Court, and the permission or approval of the Central Government or any other statutory or regulatory authorities, which by law may be necessary for the implementation of the Scheme.