| 13-Dec-11 |
| Board has transacted the following;
1. Approved restructuring of the Company's International businesses through its wholly owned overseas subsidiary(s). Further the Board of Directors empowered the investment committee to implement the same, subject to necessary regulatory approvals/ compliances.
2. Decided to raise funds by way of Issue of Convertible Warrants on preferential basis to Bennett, Coleman & Co. Ltd up to Rs. 40 Crores, subject to approval of Shareholders, pursuant to Section 81(1A) of the Companies Act, 1956 and Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 and any amendments thereon.
3. Decided to call Extraordinary General Meeting of the Company to inter alia approve the above said Issue of Convertible Warrants on Preferential basis to Bennett, Coleman & Co. Ltd., to be held on December 13, 2011 at 3 pm at Hotel Novotel, Hyderabad.
Gitanjali Gems Ltd has informed BSE that the Extra Ordinary General Meeting (EGM) of the Company will be held on December 13, 2011, inter alia, to transact the following business:
1. To create, offer, issue and allot upto 943396 (Nine Lakhs Forty Three Thousand Three Hundred and Ninety Six) Convertible Equity Warrants (ôWarrant(s)ö) on a preferential basis to Bennett Coleman and Company Ltd (BCCL), with each Warrant convertible into one equity share of the Company of nominal value of Rs. 10/- each at a price of Rs. 424/- which includes a premium of Rs. 414/- per share, which price is not less than the price calculated in accordance with Chapter VII of the SUBI ICDR Regulations for preferential allotment of equity shares/Warrants on such terms and conditions as may be decided and deemed appropriate by the Board at the time of issue or allotment, subject to necessary provisions & approvals.
2. To borrow in any manner from time to time any sum or sums of money at its discretion on such terms and conditions as the Board of Directors may deem fit, notwithstanding that the money to be borrowed by the Company together with the monies already borrowed or to be borrowed (apart from temporary loans obtained from the CompanyÆs Bankers in the ordinary course of business), from the financial institutions, CompanyÆs bankers and/or from any person or persons, firms, bodies corporate whether by way of loans, advances, deposits, bill discounting, issue of debentures, bonds or any financial instruments or otherwise and whether secured or unsecured, will or may 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 maximum amount of money so borrowed by the Board and outstanding at any one time shall not exceed the sum of Rs. 7500 Crores (Rupees Seven Thousand Five Hundred Crores only), subject to necessary provisions & approvals.
3. To create mortgages / charges / hypothecation on all or any of the immovable and movable properties of the Company present and future, of the whole, or substantially the whole, of the undertaking of the Company, ranking pari-passu with or second or subservient or subordinate to the mortgages / charges / hypothecation already created or to be created in future by the company for securing any loans and/or advances and / or guarantees and/or any financial assistance obtained or may be obtained from financial institutions, banks or machinery suppliers and/or any other persons or institutions providing finance for purchase of assets / business of the Company or for working capital or for purchase of specific items of machinery and equipments under any deferred payment scheme or bills rediscounting scheme or in a favour of trustees for Debenture holders / Bondholders / FCCBs holders that maybe appointed hereafter, as security for the debentures / bonds / FCCBs that may be issued by the Company, on such terms and conditions and at such times and in such form and manner as the Board of Directors may deem fit, so that the total outstanding amount at any time so secured shall not exceed the aggregate of the amounts consented by the company by the Resolution passed in this Extraordinary General Meeting pursuant to Section 293(1)(d) of the Companies Act, 1956 together with interest thereon and further interest if any costs, charges, expenses, remuneration payable, to the trustees and all other monies payable by the Company, subject to necessary provisions & approvals.
(As Per BSE Announcement Dated on 21.11.2011)
Gitanjali Gems Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on December 13, 2011, inter alia, have passed the following resolutions:
1. lssue and allotment of Warrants to Bennett Coleman and Company Limited:
The Members considered and approved issue and allotment of 943396 convertible warrants to Bennett Coleman and Company Limited.
The Resolution in connection with above said business was proposed by Mr. Kamal Kishore and seconded by Mr. Sufi.
2. Increase in borrowings limits under section 293(1)(d)
The Members considered and approved the increase in borrowing limits of the Company upto Rs. 7500 Crores.
The Resolution in connection with above said business was proposed by Mr. Jain and seconded by Mr. Srinivas.
3. Increase in limits under section 293(1)(a) for creation of charge
The Members considered and approved the increase in limits upto Rs. 7500 Crores for creation of charge/Mortgage
The Resolution in connection with above said business was proposed by Mr. Srikant and seconded by Mr. Rajendra Kumar.
(As Per BSE Announcement Website dated on 14.12.2011) |
| 03-Mar-11 |
| Board has decided to raise funds by issuance of convertible bonds / equity shares /ADRs/ GDRs/ FCCBs or any other form of convertible security not exceeding US$ 250 million.
The funds will be raised subject to approval from the shareholders of the Company in the Extraordinary General Meeting of the members of the Company to be held on March 03, 2011.
Gitanjali Gems Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on March 03, 2011, inter alia, to transact the following business:
1. To increase the Aurhorised Share Capital of the Company from Rs. 120,00,00,000/- (Rupees One Hundred and Twenty Crores Only) divided into 12,00,00,000 (Twelve Crores) equity shares of Rs. 10/- (Rupees Ten Only) each to Rs. 150,00,00,000/- (Rupees One Hundred and Fifty Crores only) divided into 15,00,00,000 (Fifteen Crores) equity shares of Rs. 10/- (Rupees Ten only) each & consequential amendment in the Memorandum of Association of the Company.
2. To create, offer, issue and allot on behalf in the Company, in one or more tranches of public or private offerings in international markets, through prospectus and / or offer letter or other permissible / requisite offer document, Foreign Currency Convertible Bonds (FCCBs) and/or Global Depositary Receipts (GDRs) and / or American Depositary Receipts (ADRs) convertible into Equity Shares at the option of the Company and/or holders of the security subscribed to in Foreign Currency(ies), by Non Resident Investors and/ or to create, place and al on behalf of the Company, in one or more tranches of private placement or by public offering in domestic markets, on the basis of a placement document or prospectus or any other offer documents, Equity Shares / fully convertible debentures (FCDs) / partly convertible debentures (PCDs) or any securities including bonds other than warrants, which are convertible into or exchangeable with Equity Shares at a later date, subscribed so in Indian Rupees pursuant to and in accordance with SEBI (Issue of Capital and Disclosure Requirements) Regulations 2009 as amended, (Securities) whether secured by way of creating charge on the assets of the Company or unsecured as may be decided by the Board up to an aggregate amount not exceeding US$ 250 Million (United Stares Dollars Two Hundred and Fifty Million Only) or equivalent amount in Indian or any other currency as the case may be and such offer, issue and allotment to be made, at such time or times, in Indian Rupees or any convertible foreign exchange or other currencies as may be permissible and/or required, at such price or prices, at a discount, par or premium to market price, in such form and manner, including through book building process, and on such other terms and conditions, as may be decided in consultation with the Lead Manager and Underwriter, and deemed appropriate by the Board at the time of such offer, issue and allotment, subject however, to the applicable guidelines, rules, regulations, notifications, circulars and applicable statutory provisions, if any, subject to necessary provisions & approvals.
(As Per BSE Announcement Website dated on 10.02.2011)
Gitanjali Gems Ltd has informed BSE about Proceedings of Extraordinary General Meeting of the Company held on March 03, 2011.inter alia, have passed the following resolutions:
1. Increase in Authorized Share Capital: The Members considered and approved increase in the authorized share capital of the Company from Rs. 120 Crores to Rs. 150 Crores.
2. Issue of Equity Shares / Fully Convertible Debentures (FCDs) / Partly Convertible Debentures (PCDs) or any securities including bonds other than warrants, which are convertible into or exchangeable with Equity Shares: The Members considered and approved the issue of Equity Shares / Fully Convertible Debentures (FCDs) / Partly Convertible Debentures (PCDs) or any Securities including bonds other than warrants, which are convertible into or exchangeable with equity shares up to an aggregate amount not exceeding US$ 250 million. (For more details kindly refer Corporate Announcements on www.bseindia.com).
(As Per BSE Announcement Website dated on 04.03.2011) |
| 03-Nov-07 |
| Gitanjali Gems Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of Company will be held on November 03, 2007, inter alia, to transact the following business:
1. Issue of 10 million Convertible Equity Warrants on preferential basis to Promoters / Promoters Group.
2. Raising of additional capital through issuance of Global Depository Receipts.
Gitanjali Gems Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on November 03, 2007, inter alia, have passed the following resolutions:
1. Members considered and approved the Issue of Rs 10 million Convertible Equity Warrants on preferential basis to Promoters / Promoters group.
2. Members have declared and approved Raising of US$ 300 million Additional Equity Capital through issuance of Global Depository Receipts.
(As per BSE Announcement websit dated on 03/11/2007)
Gitanjali Gems Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on November 03, 2007, inter alia, have accorded the Board to create, offer, issue and allot, 10 million warrants to the following persons, on preferential basis, with each warrant carrying a right to subscribe to one fully paid-up equity share of Rs 10 each, in the equity capital of the Company ("Warrants"), at a price of Rs 312/- per share, in such manner and, on such terms and conditions as may be determined by the Board in accordance with the provision of Chapter XIII of the DIP Guidelines or other provisions of law as may be prevailing at the time of allotment of the equity shares.
1. Mehul C Choksi : 3,000,000 No of shares
2. Priti M Choksi : 4,000,000 No of shares
3. Partha Gems Pvt Ltd : 1,000,000 No of shares
4. Priyanka Gems Pvt Ltd : 1,000,000 No of shares
5. Rohan Diamonds Pvt Ltd : 1,000,000 No of shares.
(As Per BSE Announcement Website Dated on 14/11/2007) |