HLL board approves IBL amalgamation proposal

Mumbai: The Board of Hindustan Lever Limited (HLL), which met here today approved the proposal for amalgamation of International Bestfoods Limited and Aviance Limited with the Company with effect from January 1, 2001.

Subject to obtaining the requisite approvals, the Board also approved the Scheme of Amalgamation of International Bestfoods Limited and Aviance Limited with our Company whereunder it is proposed that for every three (3) equity shares of Rs. 10/- each of International Bestfoods Limited, its shareholders would receive two (2) fully-paid shares of R. 1/- each of Hindustan Lever Limited. However, no share exchange ratio has been proposed for Aviance Limited in view of its status as a 100% subsidiary of the Company and the fact that consequent to the amalgamation, the entire shareholding would stand cancelled.

Steps are now being taken to obtain the approval of the shareholders and the Hon'ble High Court of Judicature at Bombay for the Scheme of Amalgamation.

We understand that International Bestfoods Limited and Aviance Limited at their respective Board Meetings held today have also approved the proposal for amalgamation of the said Companies with Hindustan Lever Limited, as also the proposed Scheme of Amalgamation and the proposed share swap ratio.

Bearing in mind the convenience of the members, the Board has proposed to hold the AGM on 22.6.2001 (instead of June 1, 2001 announced earlier) so that the AGM can be synchronised with the court convened meeting to consider the proposed Scheme of Amalgamation of International Best Foods Limited and Aviance Limited with the Company. Consequently, the final dividend for the year 2000, subject to approval by the members at the AGM, will be paid on June 23, 2001 (instead of June 2, 2001 proposed earlier).

Further to our letter of April 16, 2001 the Board of Directors of the Company at their meeting held today also approved the provisional unaudited quarterly results for the first quarter of 2001 ended March 31, 2001. A copy of the same is enclosed for your information and records. We are arranging to publish these results in the newspapers as per the listing requirement.