| EGM 13/12/2005
EGM 13/12/2005
To Consider :
1. Increase in the Authorised Share Capital of the Company from the existing Rs 15,50,00,000
comprising of 1,10,00,000 Equity Shares of Rs 10/- each and 4,50,000 Preference Shares of Rs
100/- each to Rs 19,50,00,000/- into 1,50,00,000 Equity Shares of Rs 10/- each and 4,50,000
Preference Shares of Rs 100/- each and the fresh-Equity Shares shall be rank pari passu in all respects including in particular the payment of dividend on pro rata basis and consequential
amendments in the Memorandum of Association of the Company.
2. Authority to the Board to issue, offer and allot on a preferential basis 30,00,000 equity
shares of Rs 10/- each at a face value of Rs 10/- each, the price of-which has been arrived /
fixed at as no trading data is available for-the Equity Shares of the Company required under
Clause 13.1.1 of the SEBI (Disclosure and Investor Protection) Guidelines 2000 to following
persons:
a. S R B Ramesh Chandra - 10,00,000 shares.
b. S Chandra Mohan - 10,00,000 shares.
c. S Kishore Chandra - 10,00,000 shares.
3. Authority to the Board to offer, issue, allot and deliver 41,96,790 warrants on preferential
basis in one or more tranches convertible into 41,96,790 equity shares of the Company of the
face value of Rs 10/- each, for cash at a conversion price of Rs 10/- each, subject to necessary approvals and provisions.
4. Authority to the Board to issue / offer for subscription and allot either through Red Herring
Prospectus and / or any other Issue document, Equity Shares of the face value for an aggregate amount not exceeding Rs 270 million with a green shoe option of upto 15% by way of public Issue, subject to necessary approvals and provisions.
5. Authority to the Board to borrow money (apart from temporary loans obtained from the Company's bankers in the ordinary course of business) upto an amount not exceeding Rs 1500 million, subject to necessary approvals and provisions.
6. Authority to the Board to obtain from time to time from any one or more of the Company's
Bankers and / or from anyone or more of the persons, firms, body corporate or financial
Institutions, Foreign Financial Institutions, Mutual Funds, Bilateral Agencies, Insurance
Companies, Developmental agencies, NRI's Companies both registered and unregistered, Infrastructure Fund, NBFCs, Banks, Institutions or any other agencies / persons together with interest, costs, charges, expenses and any other money payable by the company to an amount not exceeding Rs 1500 million, subject to necessary approvals and provisions.
(As per BSE Bulletin dated on 01/12/2005)
The company has informed that the members at the Extra Ordinary General Meeting (EGM) of the Company held on December 13, 2005, inter alia, have resolved and approved the following:
1. Increase in Authorised Share Capital of the Company from Rs 155 million to Rs 195 million by creation of fresh 40,00,000 Equity Shares of Rs 10/- each.
2. Issue, offer and allotment of 30,00,000 Equity Shares of Rs 10/- each to the promoters on preferential allotment basis.
3. Issue, offer and allotment of 41,96,790 Convertible warrants to be convertible into equal number of Equity Shares of Rs 10/- each to the promoters and their associate on preferential allotment basis.
4. Issue of Equity Shares of the face value for an aggregate amount of Rs 27 million with a green option of upto 15% by way of Public Issue through Book Building Process or otherwise.
5. Increase in borrowing powers of the Board of Directors of the Company from Rs 750 million to Rs 1500 million.
6. Authority to the Board to mortgage / create a charge on the assets of the Company for an amount not exceeding Rs 1500 million.
7. Issue of 30,00,000 Equity Shares of Rs 10/- each as required by the SEBI dated September 23, 2005 has been passed with 99.95% majority, by way of Postal Ballot.
(As per BSE Bulletin dated on 15/12/2005) |