Tata Steel Limited (500470) Earnings Call Transcript & Summary

Good afternoon. A few mandatory announcements on safety protocols for people present at the location of this meeting. The premises has been sanitized and audited for safety protocol. There are 2 exits in the front of the dais. In case of an emergency, kindly use the exits and assemble at the assembly point at the ground floor and wait for further instructions. Please do not reenter the premises. Dear shareholders, welcome to the meeting of the equity shareholders of Tata Steel Limited. This meeting is convened pursuant to the directions of the Honorable National Company Law Turbinal Mumbai bench in the matter of scheme of amalgamation among Tata Steel Limited and Tata Metaliks Limited and their respective shareholders. In terms of the directions of the Honorable NCLT, this meeting is being conducted over audiovisual means. My name is Parvatheesam Kanchinadham, and I'm the Company Secretary and Chief Legal Officer of the company. I would like to take you through certain details relating to your participation at this meeting. The facility of joining this meeting through audiovisual means is being made available for members on a first come first serve basis. All members who have joined the meeting are by default placed on mute mode by the host to avoid any disturbance arising from the background noise and to ensure smooth and seamless conduct of this meeting. Once we commence the question-and-answer session, the chairman will sequentially announce the names of shareholders who have conveyed their desire to speak at this meeting. Upon being called, the host will give appropriate access to the concerned shareholder to speak. Before you commence speaking, please be mindful of the following: Use the earphones so that the narrative is clearly audible, remember to minimize noise in the background, ensure that you have a strong Wi-Fi connection, ensure that no other background applications are running on the device that you are connected from, remember to switch on the video and ensure that you have adequate background lighting at your place. If you're unable to join through video for any reason, I request you to please speak through the audio means. If the speaker shareholder has a connectivity problem, we will call on the next speaker to join. We request the speaker shareholders to please be very brief and restrict their views, comments or questions only to the scheme for which this meeting has been convened. During the course of the meeting, shareholders facing technical issues may kindly contact the help line number provided in the notice. Further, as you are aware, the Companies Act of 2013 and SEBI Listing Regulations 2015 provide for electronic voting. Accordingly, the company has provided to its members the facility to cast the vote through remote electronic voting system administered by the NSDL. Facility for voting at this meeting is also made available for those members who have not cast their vote through the remote electronic voting system and are participating in this meeting. Such members may please visit NSDL's e-voting website and cast their vote while continuing to watch the proceedings of this meeting. Mr. P. N. Parikh, or failing him, Jigyasa Ved or failing her, Mitesh Dhabliwala’ of Parikh & Associates practicing company secretaries have been appointed as scrutinizers to scrutinize the votes cast at this meeting and through the remote electronic voting process. Since the meeting is being held through audiovisual means and the resolutions forming part of the notice convening this meeting has already been put to vote through the remote electronic voting, the practice of proposing and seconding of resolution is not required and will not be followed. Thank you for your attention. Over to you, Chairman.

Thank you, PK. Good afternoon, all shareholders. I welcome you all to the meeting of the shareholders of the company convened in terms of the directions of the honorable NCLT Mumbai bench in the matter of the scheme of amalgamation amongst Tata Steel Limited and Tata Metaliks Limited and their respective shareholders. The Board of Directors of the company pursuant to the directions of the Honorable NCLT were order dated June 14, 2023, has appointed me as a chairperson to preside over the proceedings of this meeting. As the requisite quorum is present, I call the meeting to order. Before I proceed further, I would like to request all the directors who have joined today to introduce themselves, Mr. Noel Tata?

Good afternoon, shareholders. My name is Noel Naval Tata. I'm a Non-Executive Director and the Vice Chairman of the Board of Tata Steel Limited. I'm participating in this NCLT convened meeting through videoconference from Mumbai. Thank you.

Mr. Vijay Kumar Sharma?

Good afternoon, shareholders. My name is Vijay Kumar Sharma. I'm an independent director on the Board of Tata Steel Limited. I am participating in this NCLT convened meeting through video conference from Delhi. Thank you.

Farida Khambata?

Good afternoon. I'm Farida Khambata, and I'm an Independent Director on the Board of Tata Steel Limited. I'm participating in this NCLT convened meeting through video conference from Mumbai. Thank you.

Ms. Bharti Gupta Ramola?

Good afternoon. I'm Bharti Gupta Ramola. I am an Independent Director on the Board of Tata Steel. I am participating in this NCLT convened meeting from my residence in Gurgaon. Thank you.

Dr. Shekhar Mande?

Good afternoon, shareholders. My name is Shekhar Mande. I am an Independent Director on the Board of Tata Steel Limited. I am participating in this NCLT convened meeting through video conference from my office in National Center for Cell Science in Pune. Thank you.

Mr. Saurabh Agrawal?

Good afternoon shareholders. My name is Saurabh Agrawal, I'm a Non-Executive Director on the Board of Tata Steel Limited. And I'm participating in this NCLT convened meeting through video conference from Bombay. Thank you.

Thank you all. Due to prior commitments. Mr. Deepak Kapoor is not present at this meeting. CEO and MD. Narendran and Executive Director and CFO, Koushik Chatterjee; and the Company Secretary and Chief Legal Officer, Parvatheesam Kanchinadham are present with me here in this meeting. Mr. Subramanian Vivek and Mr. Pinaki Choudhuri, representatives of the statutory auditors, and Mr. P. N. Parikh, representing Parikh & Associates, secretarial auditors and scrutinizers appointed for this meeting are also attending the meeting. Pursuant to the circular issued by the Ministry of Corporate Office, the honorable NCLT has directed this meeting be held through video conference or other audiovisual means. The format of this meeting is in compliance with the directions of the honorable NCLT and the applicable circulars issued by MCA in this regard. As per the directions of the honorable NCLT, the notice convening this meeting, along with the statement in terms of Section 1 or 2 read with Section 230 to 232 of the Companies Act 2013, the related rules framed thereunder SEBI Listing regulations, secretarial standards and other applicable SEBI circulars and MCA circulars, the scheme of amalgamation and other relevant documents in connection with the said scheme has already been sent to all the shareholders through the electronic means. Also, in accordance with the directions of the honorable NCLT, advertisements containing the details of the meeting and e-voting were duly published in English and Marathi newspapers. The live streaming of the proceedings of the meeting is also being made available through the website of NSDL. The company has taken the requisite steps to enable shareholders to participate and vote on the resolution being considered at this meeting through e-voting. The company had also provided the facility of remote e-voting to shareholders between August 6 through August 9 through the services of NSDL. The company has received 10 letters along with board resolution from the corporate shareholders appointing and authorizing representatives under Section 113 of the Companies Act 2013 in respect of 413,19,10,850 ordinary shares representing 33.81% of the total voting capital. Since the physical attendance of the shareholders is dispensed with, the requirement of appointing proxies is not applicable. The documents that have been referred to in the notice are open for inspection in electronic mode. Members who have not cast their votes earlier through remote e-voting can do so during the course of this meeting through the e-voting facility. Since the notice is already circulated to all the members, I take the notice convening this meeting as read. Briefly, we are here to consider and seek shareholders' approval on the scheme of amalgamation amongst Tata Steel Limited and Tata Metaliks Limited and their respective shareholders. Tata Steel is one of the leading global steel companies and Tata Metaliks is a subsidiary company -- is in the business of manufacture and sale of pig iron and ductile iron pipes and its allied accessories. As part of our overall simplification journey, it is considered prudent that the Tata Metaliks be amalgamated with Tata Steel. The proposed amalgamation will consolidate the business of both companies and through the amalgamation we expect to achieve greater business synergies through the reduction in operational and logistics cost, centralized procurement, and better facility utilization and other synergies. We expect to drive sharper strategic focus, undertake focused capital allocation and consolidate our market presence under a single unified entity. Amalgamation will also enable to share the best practices on cross-functional learnings and utilize each other's facilities in a more efficient manner and thus help us enhance management efficiency and bring agility across businesses. Accordingly, on September 22, 2022, the board of directors of both the companies approved the proposed amalgamation. The scheme has received the approval of the Securities and Exchange Board of India and BSE Limited and NSE Limited. The scheme is currently pending with the honorable NCLT Mumbai bench, which has directed the company to convene this meeting to seek the approval of shareholders. Now I would like to call upon the shareholders to make their comments. I would request all of you to keep the comments specifically to this transaction and brief and request not the same comment be repeated.

Thank you all for joining, and now I request Dr. Arun Kumar Boppana. Arun?

Sir, one more merger in this mega merger chase, we will hardly embrace sir. Nothing to complain or comment in Modi sahab the government and Chandra sahab's chairmanship. I support this move for Tata Steel design under the sun, founded by the great Tata Sons, J.N. Tata. Thank you very much. Sir, this is last meeting, I think. I wish you all the best. See you sometime next month when I'm back in Bombay.

Mr. Reddeppa Gundluru?

Thank you, sir. [indiscernible] Chairman sir, [indiscernible] and my company's Secretary Parvatheesam sir. Sir, thank you, so much sir. This is [indiscernible] as a shareholder I am very proud sir. No need to ask any questions, sir. I unanimously supporting all the decisions. We have already e-voted, sir. Just now Boppana sir said Modi and Chandra. The Congress is very good sir and also supporting all the decisions sir. I wish all of us under your leadership Chandrasekaran sir and company will receive many, many [indiscernible] awards in coming financial years. So -- thank you so much, sir. Nice. I'm happy to attend this Annual General meeting sorry, [indiscernible] meeting.

Thank you, sir. Mr. Kamal Kishore [indiscernible].

He seem to be missing Mr. [indiscernible].

Mr. Ashish Shankar Bansal?

Respected Chairman and Board of Directors, you can hear my voice, sir?

Yes, sir. I can hear you, sir.

Thank you, sir. I'm here -- 2 new companies mention of the [indiscernible] . And what in nature, you are [indiscernible] in how long-term business, this process would complete?

[indiscernible]

Can you see also?

Yes, I can see you also.

Chairman Sir, I am [indiscernible] from Bombay. sir thanks for giving me a chance to talk. Sir, firstly, why this company [Audio Gap] so why only this company was left out that you are separate, everything separate for this company. So otherwise, everything looks okay, and thanks for giving me an opportunity to talk.

Mr. Sujan Morakh?

You can hear me?

Yes.

Respected Chairman, other Board of Directors; I'm Sujan Morakh. I'm attending this meeting from my residence in Kolkata. Sir, this is started -- now there's no question, sir. Just to meet you, seeing you, sir, and just telling you that I really support it, and I believe it will definitely help our company to grow further. Thank you. Over to you, sir.

Thank you. Mr. Suresh Chand Jain?

[Foreign Language]

Mr. Ashit Kumar Pathak?

Am I audible, sir?

Yes, you are audible.

Very good morning, respected Chairman, Board of Directors, Company Secretary, fellow members joining at NCLT convened meeting regarding Amalgamation of Tata Metaliks Limited with Tata Steel. So a very nice achievement my Tata Steel Company is taking for this initiative. But I have some 2 views. Sir, total cost. What total cost will be beared by Tata Steel with this amalgamation? And Tata Metaliks also value-added products, mostly pig iron and ductile pipe and nicely enhance their financial performance, year-to-year basis. I also visited the factory premises, excellent safety measures and renewable powers and nicely production activities. So how we, as a Tata Steel members will be benefited? Mostly enhanced dividend after this amalgamation because they're also very good company. Thanking you, sir. And last to me to sir and expected your good health and blessing of God. Thanking you, sir.

Thank you. Mr. Bimal Krishna Sarkar?

We seem to be missing Mr. Sarkar.

Mr. Jatinder Singh Ahuja?

Am I audible, sir?

Yes, you are sir.

So very, very good morning to Chandrasekaran sir and our entire Tata team, Board of Directors and entire Tata team. It's quite a big moment for the shareholders. As and when mergers is always for benefit of everyone. Merger, amalgamation is one exercise which yields as it has been explained in the rationale and notice. It is very well explained, and we are for the merger only. The only point to be considered by the shareholders when the NCLT calls for the meeting of shareholders, the only purpose for the -- is that there should be shareholder consent to the entire exercise. And shareholders are affected only by the swap ratio which has to be very fair and in the best interest of minority shareholders. Before me, sir, 9 speakers have spoken on this, but none has touched the pertinent points. They have only appreciated, yes, yes, yes, do. The very purpose is that to ensure shareholders get an opportunity to speak and speak their mind on whether it is in their interest or it is not in their interest. This merger of Tata Steel and Tata Metaliks. Before coming to this, I wish to make one point clear that I got the shares of Tata Steel by virtue of my holding -- by virtue of my holding in Tata Steel BSL Limited. I got shares in the ratio of 1 Tata Steel share for every 15 share of Tata Steel BSL Limited which was very much objected in the court convened meeting. Again, in the NCLT, it was agitated by way of an application. Again, the matter was agitated when the order was -- NCLT had ignored our pleas. The matter was taken before by way of appeal before the NCLT -- Honorable NCLT batch -- bench. And that matter is still adjudication. So that by virtue of that merger, I got a chance to be the shareholder of Tata Steel. And our objections to -- at that time were only to the swap ratio, which was very unfair, and against the economic interest of minority shareholders of Tata Steel BSL, that is 1:15, optimum ratio would have been 1 share of Tata Steel for every 3 shares of Tata Steel Bhushan Limited. But the matter through in spite of litigation by us on behalf of the minority shareholders. When I speak here, I am speaking for myself, plus on the entire almost 20 lakh shareholders, minority shareholders, small shareholders of Tata Steel. And now coming to this point, merger of Tata Steel with Tata Metaliks. This merger is very well, as I have already said, merger is only for the benefit of everyone. The shareholders for the minority -- the transferor company, only they have to see that merger is in that swap ratio is fair. As far as transferor company is concerned, now here Tata Steel, it doesn't have any impact -- adverse impact on the shareholders of Tata Steel the way one understands. And this merger of Tata Metaliks has been in contention for the last many years, the first merger was proposed during the year 2013, April 2013, Tata Steel merger with Tata -- Tata Metaliks merger with Tata Steel. And at that point of time -- sir, I am not getting my video?

No, no. We are able to see you, and we are able to hear you also. But I would really appreciate if you come to the point.

Yes, I'm coming to the point. My point, whatever I have spoken, they are very pertinent points only related to this as well as the merger exercise. And coming to this when I am saying that this Metaliks -- Tata Metaliks merger was proposed sometime in April 2013. At that point of time, the ratio -- swap ratio was given was 4 share of Tata Steel for every 29 share of Tata Metaliks. Just think over it, 4 shares of Tata Steel for every 29 share of Tata Metaliks. And that scheme -- there was a huge opposition, the unrest, anger in the minority shareholders on this swap ratio. And they continue to agitate on this. And ultimately, it was after a lapse of 3 years, 2016, that scheme was withdrawn because of the public opinion -- that huge opinion against the swap ratio. It is only the swap ratio which matters. Otherwise, shareholders are always for the best interest of the company only. They don't fight unnecessarily. They will only fight for their just right, just a fair swap ratio. And 2016, it was withdrawn and everyone was happy and Tata Metaliks shares got their realistic value and at that time -- point 4 Tata Steel share for 29 Tata Metaliks and now coming right on to September 2022, just see the swap ratio, which is there. It is almost 1 share of almost 79 shares for every 10 shares, it is equal to almost 1 share of Tata Steel for 1 share -- this 1 share of Tata Metaliks instead of the 4 share Tata Steel for 29. Now it is almost far, far better for the Tata Metaliks shareholders, the real worth of the Tata Metaliks shareholders have been discovered this time only. And it is over a period of time how things change. The swap ratio is a very -- this swap ratio itself is subject to changes over a period of time, functioning of the companies and so many other parameters. And in this particular, now as the notice, which was issued on 6th of July. I got the notice by e-mail, I got a hard copy of the scheme as well. And my few observations. I have a few observations to make on this, which I will request Chairman sir to address all those points, pointwise. My first observation as far as this is swap ratio basis is valuation report. And in this particular instance, valuation reports have been done by the 3 valuers, fair opinion has been taken from 2 fairness opinion experts, these merchant bankers. The ratio has been decided 79 for every 10 shares of Tata Metaliks. The valuation reports are dated 22 September 2022. And right now, we are into August '23. So my one point is that when this valuation '22 -- September '22 valuation has been done, it was based on the financials of the company as at June 2022. It was done based on June 2022. So almost more than 1 year has passed and in the meanwhile, what happens is when the Board of Directors announced the merger and the swap ratio, the market price of the transferor company, Tata Metaliks in this case, gets adjusted to the proportionate rate as per the swap ratio, it loses its identity as such and the price is influenced by the price of transferee company, Tata Steel in question, and it -- the price of Tata Metaliks becomes in the shadow of that swap ratio throughout till this exercise will go on until the merger happens -- merger happens, effective date is announced and shares are changed to. So in this valuation report, when I was seeing, I have observed, they have given this abstract numbers that based on market price, this is the -- we have taken this rate and based on compatible -- comparative analysis, this they have taken. Nowhere they have explained or this working or details have been furnished. I have written to the company for the same but which has been politely denied that whatever is there, it is on the website, and it is in the notice and this information has been denied. Valuation report without giving the detail or workings, the figures taken are just abstract figures. You are taking, say, INR 100, INR 90, you have to explain.

Sir, I think you should, you made a point, then why don't you continue further?

Okay. Noted. So I will come to the second point then. This is -- please, this moment is for -- this meeting is for shareholders.

It is for you, but you please speak, I'm not asking you to stop, but I think your first point, whatever you said, I have noted. Please, continue further.

Coming to my second observation. This valuation reports itself, the valuers as well as the fair opinion who have given, they have expressed specifically in the reports, their reports, that this swap ratio is valid for the date on which date this valuation is done. That is 22nd September 2022. They have specifically mentioned that this swap ratio is valid only for this date. Point to be noted is that even fairness opinion valuers have given in their report, that this swap ratio is subject to change on the happening of, on the performance, change in parameters of, over a time duration, business cycle, and they are not bound to update on this report. So whatever swap ratio has been given that as far as point goes, it is valued for 22nd September 2022. This is one point which needs to be addressed and for which I would like to hear from you as well. And then as coming to the letter of NSE and BSE, they have specifically stated in their letter, NSE and while obtaining this no objection, they have specifically mentioned that point A. I am reading from NSE letter dated 31st March '23. They have -- under point A, they have specifically mentioned. Please note, company shall ensure that it discloses all the details of ongoing adjudication and recovery proceeding, prosecution initiated and all other enforcement action taken, if any, against the company, its promotor, director before honorable NCLT and shareholders while seeking approval of the scheme. Same point is there in the BSE letter. So -- and the company is its Annexure 13 has furnished quite huge details almost from Page 217 to -- 217, some 8 pages, they have devoted to litigation and pending cases. But company has, I would say, chosen to not disclose the pending litigation of minority shareholders of Tata Steel -- Tata Steel BSL, which is pending, which I have said that is pending adjudication before honorable NCLT wide company appeal, 132/2021. That appeal was preferred against the NCLT order of 28 October 2021. And when the company has disclosed so many other litigations, but what made the company to hide this from its -- in the notice. Now as far as if we go by this, the notice itself is not compliant as for NSE observation, BSE observation and even the NCLT order through -- in pursuance of which this meeting is being conducted. Am I right sir?

You, please complete sir., I'll respond to you afterwards.

Okay. Okay. You will respond to afterwards. And one other point in the NSE letter, which I wish to say is point #F and it is point #G in BSE letter, which states company shall ensure that the financials in the scheme, including financials considered for valuation report are not for period more than 6 months old. So that NSE and BSE, they have specifically stipulated that company shall ensure financials of the scheme, including financials considered for valuation report are not period more than 6 months old. And now this valuation was done, as I have already mentioned, 22nd September 2022, based on June 2022 performance. Now, it is more than 1 year. We are doing e-voting after, say, 1 year from that valuation exercise, almost 1 year. So my contention is as the valuers, as the fairness opinion, everyone has said, valuation is subject to change over a period of time, more than 1 year has passed, so as far as this -- it is fair to a large extent as far as Tata Metaliks and Tata Steel is there, 1 year has passed, but still considering the circumstances, it's very fair. But the point I wish to highlight was that the financials to be considered is very much stipulated in the exercise, not more than 6 months old. And the point which I wish to said was -- in the case further point which I wish to make is notice is issued on 6th of July. This is one more point, which leads to be addressed in the larger interest of minority shareholders. Record date was fixed 3 August, 2023, and voting rights in proportion to their shares as on 3 August, 2023. Now this notice court has chosen to direct the company to send by e-mail only. And through paper publication. Tata Steel, I understand, is having more than almost 20 lakh shareholders, a few -- a number of them, minority shareholders with small, small holdings. My particular query is how many shareholders have been reached through e-mail out of 20 lakh? Say if there are 20 lakh shareholders, how many shareholders got the notice by way of e-mail? And how many have -- shareholders whose e-mail has not been registered with the company or the DPs or others? How many shareholders have not got the notice at all? It was only through paper publication only. As against this the secured creditors, the NCLT order has stipulated that they need to be sent by way of registered courier even by post, besides e-mail. But as far as minority shareholders are concerned, court has ignored larger interest of the minority shareholders that they may be through paper publication -- they all maybe addressed through the paper publication, no need to send them any individual notice, right, sir? And so my query is how many e-mails have been sent out of the total number of shareholders? How many have been sent e-mails? How many e-mails have returned back for technical reasons? And how many shareholders don't -- did not have their e-mail registered, and they have not been served as the notice by any means except...

You made the point.

Okay, made the point. Other point I have already said and coming to this -- that matter is pending before NCLT.

That also you made the point, sir. Thank you.

Yes. So these are a few of my observations, which needs to be addressed. And further to this, my only point would be that as and when this merger happens, we don't know how much time it's likely to take. It may be 6 months. It may be more than 1 year, even from now. Hopefully, it gets completed soon. But sometimes, for the reasons beyond the control of this -- beyond the control of the company, because it is all legal and regulatory clearances which needs to be obtained. So it may take maybe 6 months. It might take even more.

Sir, what is the point? You already made your point. [indiscernible].

Yes, I am coming to my point is that the swap ratio, which was done.

You made the point already.

Now, my point is when this record date for this -- when merger gets approved through NCLT and effective date is announced, this swap is being done, at that point of time, we should obtain a fresh valuation from these...

Your point is fair. I'll respond to this. Thank you.

Fresh valuation should be obtained from the same valuers.

Now, you are repeating the same point.

Let me, [indiscernible] date.

Now you have to end your comments because you're repeating the same point.

I'm completing my point that a fresh valuation should be done near to the effective date. Based on the financials as near as to the effective date when this merger happens, so that the due value of the shares is passed on to minority shareholders. These are my humble submissions in view of our ongoing case, which is already pending before NCLT and where huge injustice was done to the minority shareholders. And it is not I am expressing for myself, I speak for all the minority shareholders of even at that time, Tata Steel BSL, there were more than 4 lakh shareholders who have suffered for no fault of theirs. it was oppressive...

Sir, I think you're now talking about some -- something not related to this.

No, this matter have.

I have to stop you. I have noted your comments, I'll come back to you.

Okay, you cannot say it is beyond this, it is very...

Your comment is noted, you cannot repeat the same point. You already made this point.

Okay. I have made the point sir, these are all for your humble consideration.

Thank you sir, I have to stop you here. I have to stop you here. Thank you.

And 1 more point.

No. I have to stop you here, you already made all the points.

I am stopping. When you conclude this meeting. Before concluding at least one more opportunity should be given to the speaker shareholders who wish to raise any, simply giving your side of and then concluding without getting a feedback. My request is when you conclude -- I need further opportunity to express.

I will really have to stop you here. Next speaker Mr. Rangwala.

We seems to be missing, Mr. Rangwala.

Mr. Bharath Shah?

[Foreign Language].

[Foreign Language]

[Foreign Language].

[indiscernible]

[Foreign Language].

Kaushal Agarwal?

Good afternoon, Mr. Chairman, sir, and other distinguished members of the Board and Tata Steel management. We feel privileged to be a part of the AGM today, and we would like to take the opportunity to appreciate the Tata Steel management for a fantastic financial performance and fostering growth in the economy. We will also congratulate and impart our best wishes for the first hydrogen-based steel project that is on the upcoming sidelines and fostering sustainable growth in an ethical manner. Our family has a lineage of more than 150 years at Jamshedpur and we have grown up witnessing the changes and the growth that has been taken place in Jamshedpur over the past 100 years. And we have also been -- and we have also facilitated the growth of the company by transferring 15,000 square feet of our [indiscernible] land for the expansion of the Tata Steel plant as and when it was required. We have been the shareholders of the company since 1980, and we feel really privileged to be a part of the meeting today. There's only one pain in our heart that the company and its management at Jamshedpur has been casual in administering our case to settle the land that was [indiscernible] 60 years. We have just received assurances [indiscernible] and no concrete steps have been taken. The AMC committee that was formulated for the very purpose has also done only high-profile allotments in Jamshedpur area, just sitting on our request. Nobody in the company management at Jamshedpur is available to meet up and settle down for the case that has been pending since last 60 years for us. Thereby, I seek the answer from the senior management as to when can we expect the settlement of our case that has been pending since last 60 years, and we are just receiving assurances. Two -- several decades have passed by and 2 generations of our family has been still suffering, and we are yet to have any answer from the company. And the company has been doing billions in charity, then why our rights are suspended when it follows an ethical path and ethical channel?

Okay. I'll respond to this, sir. Mr. Gautham Nandi?

Am I audible?

Yes, you are audible.

May I start, sir?

Yes, please.

Good afternoon. Respected Chairman, Board of Directors and my online fellow shareholders, myself Gautham Nandi from Kolkata, very old equity shareholder of the company. Sir, firstly I like to give thanks to your secretarial department for sending me the NCLT notice and the necessary joining link through e-mail early in advance. So especially thanks to our respected company secretary and his whole team for rendering good services to our minority shareholders. Sir, you are organizing your NCLT meeting through video conference, and I'll find it is a grand success. Sir, I am very pleased to receive your NCLT meeting notice which is very informative. Sir [Foreign Language] not the AGM. So Sir, I'm very proud to be a shareholder of your company and I have full trust with our strong management set. And [Foreign Language] looking forwards for a positive outlook towards our company with higher profit margin and [indiscernible] bonus and returns. Sir, may God bless you sir, stay safe, stay healthy. Thank you very much, sir. Myself Gautham Nandi from Kolkata signing off.

Thank you. Mr. Rishikesh Chopra?

Hello, am I audible sir?

Yes, you are audible.

Thanks for giving me the opportunity to speak at this AGM. I am a retired senior citizen from Delhi-NCR, Ghaziabad, near to your Bhushan Steel plant. Sir, I have taken over the shares of Tata and invested my retirement funds in these listed companies like yours. I have full faith in the management, whatever management is doing, that is doing in the interest of the company, in the interest of the shareholders and in the interest of the nation. I fully agree with the merger whatsoever you have proposed. But I was having 1 or 2 queries with Sardar Jatinderpal Singh has already covered. So when you will address those queries, my queries will also be satisfied. Thank you very much, sir.

Thank you. Thank you all shareholders. With that, we have completed the list of shareholder speakers. So let me now quickly respond to, I think the first question came from Mr. Ashit Kumar Pathak in terms of what the total cost? The total cost of this transaction is of the order of INR 22 crores between the legal and stamp duty expenses. How will we benefit? Apart from a lot of benefit that we'll get in terms of the synergies, financially, it is at least a saving of about INR 140 crores per annum and we will have many other benefits in terms of common procurement and sharing best practices, and we'll bring more agility and so on and so on. Mr. Bimal Krishna Sarkar did not attend. Jatinder Singh Ahuja you asked a number of questions. I just want to be very brief in responding to you. Firstly, in terms of the swap ratio, the valuation is always done at the time of the board approval for both companies. That is as per law. The legal process always takes long. And hence, it is not possible to reverse the valuation multiple times. Because the valuation report once it is approved and as per law that is valid for the entire process of the transaction because it is -- also taken into account the long-term prospects of both companies. The swap ratio is always determined on that particular day based on all the workings and results of all the companies and both companies if they are allowed to -- the process gets too delayed, things can change. But the point is that the swap ratio that is decided is based on the valuation that is valid for the transaction. That is the way we go through all the approval process. The government has stipulated approvals from multiple bodies and finally goes to the NCLT, which requires us to take the shareholder approval. That's all I have to say. And in terms of all the litigations, all the litigations that will have a material impact on the operations of the company are to be disclosed and they have been disclosed. As per the guidelines. Both the companies are publicly listed companies and all material litigations are disclosed as per the listing requirements on a continuous basis as is required by law. Mr. Yousuf Rangwala didn't attend and otherwise, Mr. Kaushal Agarwal, I just spoke to the MD, and he is also not aware of the litigation that you are talking about, the settlement issue you have for 60 years. He has agreed to meet with you. So if you can coordinate with the Company Secretary, we fix a meeting for you with the MD when he's in Jamshedpur. Thank you all for participating today and for your support. I now authorize Mr. Parvatheesam Kanchinadham, Company Secretary and Chief Legal Officer, to conduct the voting procedure and conclude the meeting. The e-voting facility will remain open for 15 minutes. The results of the voting will be announced within 2 working days and would be disclosed to both the stock exchanges as well as published on the company website and the website of the NSDL. I once again thank all the shareholders for their attending the meeting today and also for your continuing support. Thank you all directors for being present today. With your consent, now the board members and the management team and all of us here will leave the meeting, and I wish you all a good festive season, and see you all next year. Thank you. [Voting]

The electronic voting was kept open for 15 minutes as was announced by the chairman. We now close the electronic voting process. I confirm that the requisite quorum was present throughout the meeting. The results of the meeting will be announced within 2 working days of the conclusion of this meeting. With this, I declare the meeting as closed. Thank you.