Bien Hoa Sugar JSC announced Board Resolution No.192 dated July 09, 2013 as follows:
Article
1:
The Board of Directors approved to register to issue additional shares in
exchange for all outstanding shares of Ninh Hoa Sugar JSC according to the
merger contract. After the share-swap, Bien Hoa Sugar JSC will own 100% charter
capital of Ninh Hoa Sugar JSC.
Issue
plan:
-
Stock type: common stock
-
Par value: VND10,000/share
-
Stock code: BHS
-
Estimated issue volume: 60,349,080 shares
-
Issue value: VND603,490,800,000.
-
Object of the issue: shareholders of Ninh Hoa
Sugar JSC on the record date.
-
Swap ratio: 1:1 (01 NHS share will be exchanged
for 01 BHS share)
-
Number of NHS shares to be exchanged:
60,349,080 shares, reaching 99.34% of total outstanding shares of NHS (the NHS
shares which Bien Hoa Sugar JSC is owning is not counted).
-
Issue date: in 90 days and time extension (if
any) from the date of receipt of approval from the State Securities Commission.
Article
2:
The Board of Directors approved the merger contract with main contents like in
the draft which was approved by the general meeting.
Article
3:
The Board of Directors approved the draft of Articles of Association of Bien
Hoa Sugar JSC after merger.
Article
4:
The Board of Directors approved to choose Bao Viet Securities JSC – Hochiminh
Branch as a consulting firm to issue additional BHS shares to swap all NHS outstanding
shares.
Article
5:
This resolution shall take effect from the date of signing.
