| Board has transacted the following businesses:
1. Considered and approved the proposal to raise funds of not exceeding a sum of Rs. 130 Crores through Qualified Institutions Placement (QIP).
2. Appointed HDFC Bank, Class I Merchant Banker as lead Manager to handle the QIP issue.
3. Considered and approved the proposal raise the Authorized Capital of the Company from Rs. 14.00 Crores to Rs. 25 Crores in order to accommodate the above QIP.
4. Decided to hold the Extra Ordinary General Meeting on March 25, 2010 to seek the permission of the shareholders for the above issues.
5. Considered and approved the business acquisition of SchoolMATE & SmartLearn WebTV.
Edserv Softsystems Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on March 25, 2010, inter alia, to transact the following:
1. Increase of Authorized Capital
- To increase the authorized capital of the Company from Rs. 14,00,00,000/- (Rupees Fourteen Crores) to Rs. 25,00,00,000/- (Rupees Twenty Five Crores) by creation of additional equity capital of Rs. 11,00,00,000/- (Rupees Eleven Crores) divided into 1,10,00,000 (One Crore and Ten Lakhs) Equity shares of Rs.10/- (Rupees Ten) each ranking for dividend and in all other respects pari passu with the existing equity shares in the Company.
2. Raising of funds through Qualified Institutions Placement (QIP)
- To offer, issue and allot by way of Qualified Institutional Placement (QIP) to Qualified Institutional Buyers (QIBs), whether or not such investors are members of the Company, through one or more placements of equity shares for an aggregate amount not exceeding Rs. 130 crore (Rupees One Hundred & Thirty Crore) at a price (inclusive of premium) as the Board may determine, on the relevant date, in accordance with the ICDR Regulations and where necessary in consultation with the Lead Managers, Underwriters, Merchant Bankers, Guarantors, Financial and/or Legal advisors. Rating Agencies/Advisors, Depositories, Custodians, Principle Paying/Transfer/Conversion agents, Listing agents. Registrars, Trustees, Printers, Auditors, Stabilizing agents and all other agencies/ advisors, provided however that, issue of equity shares as above shall not be more than five times the net worth of the Company as per the latest audited balance sheet of the Company, subject to necessary provisions & approvals.
(As Per BSE Announcement Website dated on 04.03.2010)
Edserv Softsystems Ltd has informed BSE that the shareholders at the Extra Ordinary General Meeting (EGM) of the Company held on March 25, 2010, inter alia, have unanimously approved the following businesses:
1. The increase in authorized capital of the Company from Rs. 14,00,00,000/- to Rs. 25,00,00,000/-.
2. Raising of funds not exceeding a sum of Rupees 130 crores through Qualified Institutions Placement (QIP).
(As Per BSE Announcement Website dated on 25.03.2010)
Edserv Softsystems Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on March 25, 2010, inter alia, have also accorded to the following:
1. Increase of Authorized Capital
- Increase the authorized capital of the Company from Rs. 14,00,00,000/- (Rupees Fourteen Crores) to Rs. 25,00,00,000/- (Rupees Twenty Five Crores) by creation of additional equity capital of Rs. 11,00,00,000/- (Rupees Eleven Crores) divided into 1,10,00,000 (One Crore and Ten Lakhs) Equity shares of Rs. 10/- (Rupees Ten) each ranking for dividend and in all other respects pari passu with the existing equity shares in the Company.
2. Raising of funds through Qualified Institutions Placement (QIP)
- Authority to the Board to offer, issue and allot by way of Qualified Institutional Placement (QIP) to Qualified Institutional Buyers (QIBs), whether or not such investors are members of the Company, through one or more placements of equity shares for an aggregate amount not exceeding Rs. 130 crore (Rupees One Hundred & Thirty Crore) at a price (inclusive of premium) as the Board may determine, on the relevant date, in accordance with the ICDR Regulations and where necessary in consultation with the Lead Managers, Underwriters, Merchant Bankers, Guarantors, Financial and/or Legal advisors, Rating Agencies/Advisors, Depositories, Custodians, Principle Paying/Transfer/Conversion agents, Listing agents. Registrars, Trustees, Printers, Auditors, Stabilizing agents and all other agencies/ advisors, provided however that, issue of equity shares as above shall not be more than five times the net worth of the Company as per the latest audited balance sheet of the Company, subject to necessary provisions & approvals.
(As Per BSE Announcement Dated on 05/04/2010)
Edserv Softsystems Ltd has submitted to BSE a revised copy of the proceedings of the Extraordinary General Meeting (EGM) of the members of the Company held on March 25, 2010.
(As Per BSE Announcement Website dated on 13.04.2010) |
| Edserv Softsystems Ltd has informed BSE that the Board of Directors of the Company at its meeting held on December 04, 2009, inter alia, has decided and approved the following:
The proposal to raise funds upto USD 500 Mn through International Capital Markets including the issue of ADR/GDR/FCCB and decided to hold the Extra Ordinary General Meeting on January 11, 2010 to seek the general permission of the shareholders for the above issues.
Edserv Softsystems Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on January 11, 2010, inter alia, to transact the following:
1. to issue, offer and allot pursuant to international/domestic offerings in one or more foreign markets, in one or more tranches whether in one or more currency, Equity Shares, Foreign Currency Convertible Bonds (FCCBs), Bonds, Global Depository Receipts (GDRs), American Depository Receipts (ADRs), or any other instrument ('Securities') secured or unsecured subscribed to in foreign Currency(ies) by Foreign Banks, Financial Institutions, Foreign Institutional Investors, Mutual Funds, Companies, other Corporate Bodies, Resident / Non-Resident Indians, Foreign Nationals and other eligible investors as may be decided by the Board (hereinafter referred to as 'Investors') whether or not such investors are members of the Company up to a sum of USD 500 million or other Equivalent currency (ies), (including green shoe option) in international offerings by way of Initial Public Offer in US or other countries or by way of public issue, rights issue, reservation on competitive basis, reservation on firm allotment basis, private placement, preferential allotment basis, etc, at a price which is higher than the minimum specified on the relevant date, which will be finalized by the Board of Directors as and when required in consultation with the Merchant Banker/Lead Manager/ Legal Advisors, as per Foreign Exchange Management Act, 1999 and Securities And Exchange Board Of India (Issue Of Capital And Disclosure Requirements) Regulations, 2009 ('SEBI ICDR Guidelines') and that Equity shares, if any, issued upon conversion shall rank pari-passu in all respects with the existing Equity shares of the Company and to get the above securities listed on any Stock Exchange in India and/ or Luxembourg/ London / New York/ Singapore/ Hong Kong Stock Exchange and / or any of the Overseas stock Exchanges, subject to necessary provisions & approvals.
2. To mortgage, lease, hypothecate or otherwise on such terms and conditions and at such time or times and in such form or manner as it may think fit either the whole or substantially the whole or any one or more of the Company's undertakings or all its undertakings or major division forming a part of whole undertaking including the present and future properties/assets thereto to any Person, Individual, Firm, Body corporate, Banks, Financial Institutions or otherwise, in India or abroad, for a consideration of not exceeding a sum of Rs. 2000 crores, subject to necessary provisions & approvals.
3. To borrow from time to time all such sums of money, from any person whether in India/Abroad including the borrowings through ECBs, FCCBs whether secured or otherwise, as they may deem requisite for the purpose of the business of the Company notwithstanding that moneys to be borrowed together with the moneys already borrowed by the Company (apart from temporary loans obtained from the Company's bankers in the ordinary course of business) will exceed the aggregate of the paid up capital of the Company and its free reserves, that is to say, reserves not set apart for any specific purpose, provided that the total amount up to which moneys may be borrowed by the Board of Directors shall not exceed the sum of Rs. 2000 Crores at any time, subject to necessary provisions & approvals.
(As Per BSE Announcement Website dated on 15.12.2009)
Edserv Softsystems Ltd has informed BSE that the shareholders at the Extra Ordinary General Meeting (EGM) of the Company held on January 11, 2010, have unanimously approved the following businesses:
1. The Issue of ADR / GDR / FCCB not exceeding a sum of USD 500 million.
2. The Power of the Company to Mortgage / Hypothecate the assets of the Company whether movable or immovable up to a sum not exceeding Rs. 2000 crores.
3. The Power of the Company to borrow, from various avenues, monies not exceeding a sum of Rs. 2000 crores.
(As Per BSE Announcement Website dated on 11.01.2010)
Edserv Softsystems Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on January 11, 2010, inter alia, have accorded the following:
1. Authority to the Board to issue, offer and allot pursuant to international/domestic offerings in one or more foreign markets, in one or more tranches whether in one or more currency, Equity Shares, Foreign Currency Convertible Bonds (FCCBs), Bonds, Global Depository Receipts (GDRs), American Depository Receipts (ADRs), or any other instrument ('Securities') secured or unsecured subscribed to in foreign Currency(ies) by Foreign Banks, Financial Institutions, Foreign Institutional Investors, Mutual Funds, Companies, other Corporate Bodies, Resident / Non-Resident Indians, Foreign Nationals and other eligible investors as may be decided by the Board (hereinafter referred to as 'Investors') whether or not such investors are members of the Company up to a sum of USD 500 million or other Equivalent currency (ies), (including green shoe option) in international offerings by way of Initial Public Offer in US or other countries or by way of public issue, rights issue, reservation on competitive basis, reservation on firm allotment basis, private placement, preferential allotment basis, etc, at a price which is higher than the minimum specified on the relevant date, which will be finalized by the Board of Directors as and when required in consultation with the Merchant Banker/Lead Manager/ Legal Advisors, as per Foreign Exchange Management Act, 1999 and Securities And Exchange Board Of India (Issue Of Capital And Disclosure Requirements) Regulations, 2009 ('SEBI ICDR Guidelines') and that Equity shares, if any, issued upon conversion shall rank pari-passu in all respects with the existing Equity shares of the Company and to get the above securities listed on any Stock Exchange in India and/ or Luxembourg/ London / New York/ Singapore/ Hong Kong Stock Exchange and / or any of the Overseas stock Exchanges, subject to necessary provisions & approvals.
2. Authority to the Board to mortgage, lease, hypothecate or otherwise on such terms and conditions and at such time or times and in such form or manner as it may think fit either the whole or substantially the whole or any one or more of the Company's undertakings or all its undertakings or major division forming a part of whole undertaking including the present and future properties/assets thereto to any Person, Individual, Firm, Body corporate, Banks, Financial Institutions or otherwise, in India or abroad, for a consideration of not exceeding a sum of Rs. 2000 crores, subject to necessary provisions & approvals.
3. Authority to the Board to borrow from time to time all such sums of money, from any person whether in India/Abroad including the borrowings through ECBs, FCCBs whether secured or otherwise, as they may deem requisite for the purpose of the business of the Company notwithstanding that moneys to be borrowed together with the moneys already borrowed by the Company (apart from temporary loans obtained from the Company's bankers in the ordinary course of business) will exceed the aggregate of the paid up capital of the Company and its free reserves, that is to say, reserves not set apart for any specific purpose, provided that the total amount up to which moneys may be borrowed by the Board of Directors shall not exceed the sum of Rs. 2000 Crores at any time, subject to necessary provisions & approvals.
(As Per BSE Announcement Website dated on 18.01.2010) |