Zuari Agro Chemicals to reabsorb its 3 subsidiaries

Zuari Agro Chemicals said today its board has approved the merger of its three wholly-owned subsidiaries into the company in order to simplify the group structure and achieve synergies in operations.

In a filing with the Bombay Stock Exchange, Zuari Agro Chemicals Ltd said that the board of directors at its meeting has "considered and approved the scheme of amalgamation of Zuari Fertilisers and Chemicals Ltd (ZFCL), Zuari Rotem Speciality Fertilisers Ltd (ZRSFL) and Zuari Agri Sciences Ltd (ZASL) with the company".

The appointment date of the amalgamation has been fixed as 1 April, 2015. "As a consequence of amalgamation, there will be no change in the shareholding pattern of the company," the filing said, adding that the company is not required to issue any shares pursuant to the amalgamation as all the transferor companies are wholly-owned subsidiaries.

After the scheme becomes effective, ZFCL, ZRFSL and ZASL would be dissolved without winding up and the shares held by the company in transferor companies should be cancelled and extinguished without any act or deed.

Explaining the rationale for amalgamation, Zuari Agro Chemicals said the merger would create a single entity, which would lead to the business activities being carried out with greater focus and specialisation.

The amalgamation would also result in simplified group and business structure, synergies in operations and achieving economies of scale as well as reduction in operational costs, overheads, administrative and other expenditure.

Saroj Poddar-led ZACL has manufacturing facility in Goa. It produces and trade in urea and complex fertilisers.

The three subsidiaries are also engaged in agri-support businesses.