| Bombay Rayon Fashions Ltd has informed BSE that the Extra Ordinary General Meeting (EGM) of the Members of the Company will be held on April 22, 2009, inter alia, to transact the following business:
1. To offer, issue and allot 1,80,00,000 (One Crore Eighty Lacs) Equity Shares of Rs 10/- each by way of Preferential allotment(s) for cash at a premium of Rs 175/- per Equity Share aggregating Rs 333,00,00,000/- (Rupees Three Hundred Thirty Three Crores only) to AAA United B V., a private limited liability company constituted under the laws of The Netherlands, subject to necessary provision and approvals.
2. For investment by Foreign Institutional Investors (FIIs) / (Sub-accounts, in the equity share capital of the Company, either by purchase or otherwise by acquiring from the market or subscribing to the offer and / or private placement of the Company under portfolio investment scheme on repatriation basis or otherwise, upto 26% of the paid up share capital of the Company.
3. To mortgage and / or charge, in addition to the mortgages/charges created/to be created by the company, in such form and manner and with such ranking and at such time and on such terms as the Board may determine, on all or any of the moveable and / or immovable properties / assets of the Company both present and future and / or the whole or any part of the undertaking(s) of the Company for securing the borrowings of the Company and / or its subsidiaries, availed / to be availed by way of loan (Term loans / Working Capital facilities / External Commercial Borrowings and securities / Debentures) the aggregate value of which shall not exceed Rs 2000 Crores (Rupees Two Thousand Crores Only) from Financial Institutions / Banks and other agencies / Parties issued / to be issued by the company from time to time together with interest, additional interest, liquidated damages, commitment charges, premia on prepayment or on redemption and all other costs, charges and expenses including any increase as a result of devaluation / revaluation / fluctuation in the rates of exchange and all other moneys payable by the Company in terms of the Loan Agreement(s) / Heads of Agreement(s), Debenture Trust Deed (s) or any other document, entered into / to be entered into between the Company and the lender(s) / Agent(s) and Trustee(s) in respect of the said loans / borrowing / debentures and containing such specific terms and conditions and covenants in respect of enforcement of security as may be stipulated in that behalf and agreed to between the Board of Directors or Committee thereof and the lenders / Agent / Trustees.
4. To borrow from time to time all such sum(s) of money (including External Commercial Borrowings in foreign denominated currencies from any foreign sources / foreign countries as prescribed by statutory guidelines, if any, in this regard) in such manner as may be deemed necessary and prudent for the purposes of the Company notwithstanding that the money(s) to be borrowed together with the money(s) already borrowed by the Company and outstanding (apart from the temporary loans obtained or to be obtained from the Company's bankers in the ordinary course of business) may exceed the aggregate of the paid-up capital and free reserves of the Company i.e. reserves not set apart for any specific purposes. provided that the total amount borrowed / to be borrowed by the Board of Directors shall not, at any time, exceed the limit of Rs 2000 crores (Rupees Two Thousand Crores only).
Bombay Rayon Fashions Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on April 22, 2009, inter alia, have unanimously passed the following resolutions:
1. Issue of 1,80,00,000 Equity Shares of Rs 10/- each fully paid up for cash at a premium of Rs 175 per Equity Share aggregating Rs 333 Crores to AAA United B.V., a private limited liability Company constituted under the laws of The Netherlands on preferential allotment basis.
2. Aggregate Investments limits by FIIs / Sub-accounts in the Company shall be 26% of the total paid up Equity Capital of the Company.
3. Authority to Board of Directors to createcharges / mortgages on one or more properties (both moveable and immoveable) whether present of future of the Company and / or its subsidiaries to secure borrowings made / to be made by the Company and to borrow in excess of the paid up capital and free reserves which shall not exceed Rs 2000 Crores.
(As Per BSE Announcement Dated on 22/04/2009) |
| Bombay Rayon Fashions Ltd has informed BSE that pursuant to an Order made on July 11, 2008, the Hon'ble High Court of Judicature at Bombayhas directed that a meeting of the Equity Shareholders of "Bombay Rayon Fashions Ltd" (the Applicant Company) will be held on August 08, 2008, for the purpose of considering; and if thought fit, approving, with or without modification, the arrangement embodied in the Scheme of Amalgamation of "LEELA SCOTTISH LACE PVT LTD", the Transferor Company with "BOMBAY RAYON FASHIONS LTD", the Transferee Company / Applicant Company.
Bombay Rayon Fashions Ltd has informed BSE that in accordance th the directions of
Honorable High Court at Judicature at Bombay, a meeting of Equity Shareholders of the
Company was held on August 08, 2008. The members of the Company at the aforesaid Meeting have through Ballot Paper approved the Scheme of Amalgamation of Leela Scottish Lace Pvt Ltd, a wholly owned subsidiary with the Company.
(As per BSE Announcement Website dated on 11/08/2008) |
| With reference to the earlier announcement dated November 07, 2006 regarding Outcome of Board Meeting, Bombay Rayon Fashions Ltd has informed BSE that the Board of Directors inter alia, had considered and approved Issue of Equity Shares and/or Securities convertible into equity shares to Qualified Institutional Buyers in accordance with the SEBI Guidelines for Qualified, Institutions Placement, and Issue of upto 61,00,000 Warrants convertible into equivalent number of equity shares subject to the approval of the members of the Company.
Further the Company has informed that, the approval of the members shall be obtained at the ensuing Extra-Ordinary General Meeting scheduled to be held on December 05, 2006.
Bombay Rayon Fashions Ltd has informed BSE an the Extra Ordinary General Meeting (EGM) of the members of the Company will be held on December 05, 2006, inter alia, to transact the following:
1. Increase in the Authorised Share Capital of the Company from the present Rs 50,00,00,000/- divided into 5,00,00,000 Equity Shares of Rs 10/- each to Rs 70,00,00,000/- divided into 7,00,00,000 Equity Shares of Rs 10/- each by creation of 2,00,00,000 Equity Shares of Rs 10/- each ranking pari passu with the existing Equity Shares and consequential amendments in Memorandum and the Articles of Association of the Company.
2. To create, offer, issue, and allot in one or more placements / tranches to Qualified Institutional Buyers (QIB) as defined under sub-clause (v) of clause 2.2.2B of SEBI (Disclosure and Investor Protection) Guidelines, 2000, any securities including Equity Shares, Fully Convertible Debentures, Partly Convertible Debentures or securities in other forms other than warrants which are convertible into or exchangeable with equity shares (Securities) or any combination of Securities for an aggregate sum not exceeding Rs 300 Crores (inclusive of such premium as may be determined by the Board) through placement document at such time or times at a price to be determined in accordance with clause 13A.3 SEBI Guidelines for Qualified Institutions Placement specified under Chapter XIII-A of SEBI (Disclosure and Investor Protection) Guidelines, 2000. The Board of Directors be authorized to issue Foreign Currency Convertible Bonds (FCCBs), Global Depository Receipts (GDRs), American Depository Receipts (ADRs), Convertible Bonds and/or any other Financial Instrument convertible into or linked to Equity Shares with or without detachable Warrants with a right exercisable by the warrant holders to convert or subscribe to Equity Shares or otherwise, in registered or bearer form or convertible into depository receipts underlying Equity Shares / Equity Shares (Securities) or any combination of Securities to the extent of such amount as is not issued or placed with Qualified Institutional Buyers out of the aforesaid limit of Rs 300 Crores to any person including Foreign / Non-resident Investors (whether Institutions, Bodies corporate, Mutual Funds', Trusts, Foreign Institutional Investors, Banks and/or Individuals and/or any other categories of investors, whether or not such investors are members, promoters, directors or their relatives/associates of the Company), subject to necessary provisions and approvals.
3. Subject to necessary provisions and approvals for the offer, issue and allotment of Warrants convertible into Equity Shares on preferential basis, the Company do offer, issue and allot upto 61,00,000 Optionally Convertible Warrants (Warrants) to Bombay Rayon Clothing Ltd, an entity belonging to promoter / promoter group of the Company.
4. To borrow from time to time all such sum(s) of money (including External Commercial Borrowings in foreign denominated currencies from any foreign sources / foreign countries as prescribed by statutory guidelines, if any, in this regard) in such manner as may be deemed necessary and prudent for the purposes of the Company, notwithstanding that the money(s) to be borrowed together with the money(s) already borrowed by the Company and outstanding (apart from the temporary loans obtained orto be obtained from h Company's bankers in the ordinary course of business) may exceed the aggregate of the paid-up capital and free reserves of the Company i.e. reserves not set apart for any specific purposes, provided that the total amount borrowed / to be borrowed by the Board of Directors shall not, at any time, exceed the limit of Rs 600 crores, subject to necessary provisions and approvals.
(As Per BSE Announcement Website Dated on 15/11/2006)
Bombay Rayon Fashions Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on December 05, 2006, inter alia, have accorded to the following:
1. Increase in Authorised Share Capital from Rs 50 Crores to Rs 70 crores by creation of additional 2 crores equity shares of Rs 10/- each and consequent amendment to the Memorandum and Articles of Association of the Company.
2. Issue of one or more kind of securities (FCCBs, ADRs, GDRs) to Qualified Institutional Buyers for an aggregate sum not exceeding Rs 300 Crores (inclusive of such premium as may be determined by the Board) through placement document in accordance with the SEBI Guidelines for Qualified Institutions Placement to the extent of such amount as is not issued or placed with Qualified Institutions Placement out of the aforesaid limit of Rs 300 Cores.
3. Issue of upto 61,00,000 warrants convertible into equivalent number of equity shares of Rs 10/- each to Bombay Rayon Clothing Ltd, an equity belonging to promoter group at an exercise price of Rs 207/- pursuant to SEBI Guidelines for Preferential Issues.
4. Authority to Board to borrow from one or more sources from time to time notwithstanding that the total amount of borrowings may exceed the aggregate of the paid up capital and free reserves of the Company provided, that the total borrowings at any time shall not exceed Rs 600 crores.
(As Per BSE Announcement Website Dated On 06/12/2006)
Bombay Rayon Fashions Ltd has informed BSE that the Board of Directors of the Company at its meeting held on December 08, 2006 inter alia, has considered / approved following:
1. Draft Preliminary Placement Document in accordance with the resolution passed by the members at the Extra_Ordinary General Meeting held on December 05, 2006 for the proposed issue and allotment of shares to Qualified Institutional Buyers pursuant to SEBI Guidelines for Qualified Institutions Placement.
2. Increase in the Foreign Institutional Investors (FIIs) investment limits upto 40% of the paid up capital of the Company.
3. To convene the Extra_Ordinary General Meeting of the Company to consider and approve the proposal for increase in the investment limits of Foreign Institutional Investor.
(As Per BSE Announcement Website Dated On 11/12/2006)
Bombay Rayon Fashions Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on January 05, 2006 for investment by Foreign Institutional Investors (FIIs), in the equity share capital f te mpany, either by purchase or otherwise by acquiring from the market or subscribing to the offer and / or private placement of the Company under Portfolio investment Scheme on repatriation basis or otherwise, up to 40% of the paid up share capital of the Company, subject to necessary provisions & approvals.
(As Per BSE Announcement Website Dated on 15/12/2006) |