Mumbai, September 23, 2022
The Board of Directors of Tata Steel Limited at its meeting held on September 22, 2022, considered and approved schemes for the proposed amalgamation of six subsidiaries into and with Tata Steel Limited. The subsidiaries are all majority owned by Tata Steel and include Tata Steel Long Products Limited (74.91% equity holding), The Tinplate Company of India Limited (74.96% equity holding), Tata Metaliks Limited (60.03% equity holding), The Indian Steel & Wire Products Limited (95.01% equity holding), Tata Steel Mining Limited and S & T Mining Company Limited (both wholly owned subsidiaries). The Board also approved the amalgamation of TRF Limited (34.11% equity holding) into Tata Steel Limited. The Board has considered the proposal based on independent fairness and valuation opinions, and followed the process laid down under the Companies Act, 2013 and Securities and Exchange Board of India Regulations.
Based on the reports of the independent valuers, the Board has approved swap ratios for the proposed amalgamations as below:
For every 10 shares of Tata Steel Long Products Limited, 67 shares of Tata Steel Limited;
For every 10 shares of The Tinplate Company of India Limited, 33 shares of Tata Steel Limited;
For every 10 shares of Tata Metaliks Limited, 79 shares of Tata Steel Limited; and
For every 10 shares of TRF Limited, 17 shares of Tata Steel Limited.
The proposed amalgamations will enhance management efficiency, drive sharper strategic focus and improve agility across businesses based on the strong parental support from Tata Steel leadership. In line with Tata Steel's long-term strategy, the consolidation of the downstream operations will enable growth in value added segments by leveraging Tata Steel's nationwide marketing and sales network. The amalgamations will also drive synergies through raw material security, centralized procurement, optimization of inventories, reduced logistics costs, and better facility utilization. On completion, there will be further opportunities towards reduction of overhead and corporate costs. Each of the proposed amalgamations will be value-accretive for shareholders.
The Boards of all the amalgamating companies have also considered the proposals following due process and have unanimously approved the amalgamations.
The proposed amalgamation is also part of Tata Steel's continuing journey to simplify the group holding structure. Since 2019 Tata Steel has reduced 116 associated entities (72 subsidiaries have ceased to exist, 20 Associates and JVs have been eliminated and 24 companies are currently under liquidation).
Each scheme of amalgamation will now move into a defined regulatory approval process, which includes approval by stock exchanges and the NCLT.
About Tata Steel
Tata Steel group is among the top global steel companies with an annual crude steel capacity of 34 million tonnes per annum. It is one of the world's most geographically diversified steel producers, with operations and commercial presence across the world. The group recorded a consolidated turnover of US $ 32.83 billion in the financial year ending March 31, 2022.
A Great Place to Work-CertifiedTM organisation, Tata Steel Limited, together with its subsidiaries, associates, and joint ventures, is spread across five continents with an employee base of over 65,000. Tata Steel has been a part of the DJSI Emerging Markets Index since 2012 and has been consistently ranked amongst top 10 steel companies in the DJSI Corporate Sustainability Assessment since 2016. Besides being a member of ResponsibleSteelTM, worldsteel's Climate Action Programme and World Economic Forum's Global Parity Alliance, Tata Steel has won several awards and recognitions including the World Economic Forum's Global Lighthouse recognition for its Jamshedpur, Kalinganagar and IJmuiden Plants, and Prime Minister's Trophy for the best performing integrated steel plant for 2016-17. The Company, ranked as India's most valuable Metals & Mining brand by Brand Finance, featured amongst CII Top 25 innovative Indian Companies in 2021 and top 10 sustainable organisations of India Hurun Research Institute in the 2021 Capri Global Capital Hurun India Impact 50, received Steel Sustainability Champion recognition from worldsteel for five years in a row, 'Most Ethical Company' award 2021 from Ethisphere Institute, RIMS India ERM Award of Distinction 2021, Masters of Risk - Metals & Mining Sector recognition at The India Risk Management Awards for the sixth consecutive year, and Award for Excellence in Financial Reporting FY20 from ICAI, among several others.
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