The Board of Directors of United Motors Lanka PLC (UML or Company), has, by a resolution duly passed on September 23, 2019, formally resolved to amalgamate with its wholly owned subsidiary Orient Motor Company Limited (OMCL), Company, under and in terms of section 242(1) of the Companies Act No. 7 of 2007 and on the basis that UML will be the surviving entity upon the amalgamation becoming effective (and as such, consequent thereto be the amalgamated company”).
The entirety of the issued shares of Orient Motor Company Limited will, upon the amalgamation becoming effective, be cancelled without payment or other consideration. The boards of both companies have now decided to amalgamate OMCL with UML and thereby do a business restructure to leverage synergies. The Company’s Board of Directors is satisfied that United Motors Lanka PLC, the amalgamated company, will satisfy the solvency test immediately upon the proposed amalgamation becoming effective.
The amalgamation will be made effective on November 30, 2019 or on such other (late as may be determined by the Registrar-General of Companies (“RGOC). On such effective date of the amalgamation, Orient Motor Company Limited will, by operation of law, cease to exist as a duly incorporated legal entity; The Board of Directors of the amalgamated company will comprise the following, effective from the date set out in the Certificate of Amalgamation to be issued by the RGOC. (CSE)
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