| 14-Dec-07 |
| Extra Ordinary General Meeting of the Company on December 14, 2007 for seeking approval of the shareholders for the aforesaid issue.
India Cements Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on December 14, 2007, inter alia, to issue, and allot from time to time, on such terms and conditions as may be decided and deemed appropriate by the Board in its absolute discretion at the time of issue or allotment, in one or more tranches, by way of public issue, preferential issue or private placement, offerings in Indian and / or International markets, further equity shares and / or Global Depository Shares (GDSs) and / or Global Depository Receipts (GDRs) and / or securities convertible into equity shares, and / or American Depository Receipts (ADRs) and / or Foreign Currency Convertible Bonds (FCCBs) representing Equity Shares and / or Debentures or Bonds convertible into Equity shares whether fully or partly and whether compulsorily or at the option of the Company or the holders thereof and / or any security linked to equity shares and / or Preference Shares whether cumulative / fully convertible and/or all or any of the aforesaid securities with or without detachable or non-detachable warrants, as the Company may be advised ("Securities") to eligible resident or non-resident / foreign investors (whether institutions and / or incorporated bodies and / or individuals and / or trusts and / or otherwise) / Foreign Institutional Investors (FIIs) / Qualified Institutional Buyers (QIBs) / Foreign Corporate Bodies (FCBs) / Foreign Companies/ Mutual Funds / Pension Funds / Venture Capital Funds / Banks, Indian or of foreign origin and such other persons or entities, including the general public whether or not such investors are members of the Company, to all or any of them, jointly or severally to be subscribed in Indian and/or Foreign currency(ies) through prospectus, offering letter, circular, memorandum and / or through any other mode as may be deemed appropriate by the Board for an amount not exceeding US$ 150 million (US Dollar One Hundred and Fifty Million only), including any premium and Green Shoe Option attached thereto, on such terms and conditions including pricing as the Board may in its sole discretion decide including the form and the persons to whom such securities may be issued and all other terms and conditions like price or prices, including premium, at such interest or additional interest, at a discount or at a premium on the market price or prices and in such form and manner and on such terms and conditions or such modifications thereto, including the number of Securities to be issued, face value, rate of interest, redemption period, manner of redemption, amount of premium on redemption / prepayment, number of further equity shares, to be allotted on conversion / redemption / extinguishments of debt(s), exercise of rights attached to the warrants, the ratio of exchange of shares and / or warrants and / or any other financial instrument, period of conversion, fixing of record date or book closure and all other related or incidental matters as the Board may in its absolute discretion think fit and decide in consultation with the appropriate authority(ies), the merchant banker(s) (book runner(s) and / or lead manager(s) and / or underwriter(s) and / or advisor(s) and/ or trustee(s) and / or such other person(s), but without requiring any further approval or consent from the shareholders and also subject to the applicable regulations / guidelines for the time being in force, subject to necessary provisions & approvals.
(As Per BSE Announcement Website Dated on 21/11/2007)
India Cements Ltd has informed BSE that the shareholders at the Extra Ordinary General Meeting (EGM) of the Company held on December 14, 2007, have approved the issuance in the form of Equity / Equity linked securities in Indian / foreign markets, including Qualified Institutional Placement for an amount not exceeding US$150 million, including premium.
(As Per BSE Announcement Website Dated on 14/12/2007) |
| 11-Jun-07 |
| India Cements Ltd has informed BSE that, pursuant to the order of the Honourable High Court of Madras, a meeting of the equity shareholders of the Company will be held on June 11, 2007, to consider and if thought fit, approve, with or without modification, the Scheme of Amalgamation between Visaka Cement Industry Ltd and the Company and their respective shareholders.
India Cements Ltd has informed BSE that the Equity shareholders of the Company at their Court Convened meeting held on June 11, 2007, have passed the resolution, approving the Scheme of amalgamation between Visaka Cement Industry Ltd and the Company.
The aforesaid scheme of amalgamation will be subject to approval of the Hon'ble High Court of Judicature at Madras for which necessary petition / affidavit will be filed with the Court shortly.
(As Per BSE Announcement Website Dated on 11/06/2007)
India Cements Ltd. has submitted to the Exchange a copy of the proceedings of the meeting of the equity shareholders of the Company held on June 11, 2007, convened pursuant to the order of the Hon'ble High Court of Judicature at Madras dated April 25, 2007.
(As Per NSE Bulletin Dated on 20/06/2007) |
| 13-Apr-06 |
| Board has considered & approved the following:
1. Issuance in the form of Foreign Currency Convertible Bonds and / or other securities for an amount not exceeding US $ 75 million including premium.
2. Increase in the Authorised Share Capital from Rs 3250 million to Rs 3350 million.
3. Convening an Extra Ordinary General Meeting of the Company on April 13, 2006 for seeking approval of the shareholders under Section 81(1A) of the Companies Act, 1956.
Further the Company has informed that the Board also recorded the nomination received from Industrial Development Bank of India Ltd appointing Mr. Arun Datta on the Board in the place of Mr. B Ravindranath.
& Approved Increase the holding limit under Portfolio, Investment Scheme of all Foreign
Institutional Investors / sub accounts of Foreign Institutional Investors put together from the present 24% to 40% of paid up equity capital.
EGM 13/04/2006
India Cements Ltd. has informed the Exchange that the Board of Directors of the Company
at their meeting held on March 13, 2006 have considered and approved the following :- (1) Issuance in the form of Foreign Currency Convertible Bonds and / or other Securities for an amount not exceeding US$ 75 Million
including premium. (2) Increase in the Authorised Share Capital from Rs.325 crores to Rs.335 crore. (3) Increase the holding limit under Portfolio Investment Scheme of all Foreign Institutional Investors / sub accounts of
Foreign Institutional Investors put together from the present 24% to 40% of paid up equity capital. (4) Convening an EGM of the Company on April 13,
2006 for seeking approval of the shareholders under Section 81(1A) of the Companies Act, 1956. The Board also recorded the nomination received from Indus-trial Development Bank of India Limited appointing Mr. Arun Datta on the Company's Board in the place of Mr. B. Ravindranath.
(As per NSE Bulletin dated on 14/03/2006)
India Cements Ltd. has submitted to the Exchange a copy of the notice of the EGM of the shareholders of the Company to be held on April 13, 2006.
(As per NSE Bulletin dated 21/03/2006)
EGM 13/04/2006
To consider inter alia the following business:
1. Increase in Authorised Capital from Rs 325,00,00,000 divided into 75,00,000 Redeemable
Cumulative Preference Shares of Rs 100/- each and 25,00,00,000 Equity Shares of Rs 10/- each
to Rs 335,00,00,000 divided into 75,00,000 Redeemable Cumulative Preference Shares of Rs
100/- each and 26,00,00,000 Equity Shares of Rs 10/- each & consequential amendment in the
Memorandum & Articles of Association of the Company.
2. For acquiring and holding Equity Shares of the Company by the Foreign Institutional Investors (FIIs) including their sub-accounts upto an aggregate limit of 40% of the paid-up
Equity Share Capital of the Company.
3. To offer, issue and allot from time to time, on such terms and conditions as may be decided
and deemed appropriate by the Board in its absolute discretion at the time of issue or
allotment, in one or more tranches, by way of public issue or private placement, offerings in
Indian and / or international markets, further equity shares and / or Global Depository Shares
(GDSs) and / or Global Depository Receipts (GDRs) and / or securities convertible into equity
shares, and / or American Depository Receipts (ADRs) and / or Foreign Currency Convertible
Bonds (FCCBs) representing Equity Shares and / or Debentures or Bonds convertible into Equity shares whether fully or partly and whether compulsorily or at the option of the Company or the holders thereof and / or any security linked to equity shares and / or Preference Shares whether cumulative / fully convertible and / or all or any of the aforesaid securities with or without detachable or non-detachable warrants, as the Company may be advised (Securities) to eligible resident or non-resident / foreign investors (whether institutions and / or incorporated bodies and / or individuals and / or trusts and / or
otherwise) / Foreign Institutional Investors (FIIs / Qualified Institutional Buyers (QIBs)/ Foreign Corporate Bodies (FCBs) / Foreign Companies / Mutual Funds / Pension Funds / Venture Capital Funds / Banks, Indian or of foreign origin and such other persons or entities, whether or not such investors are members of the Company, to all or any of them, jointly or severally to be subscribed in Indian and / or Foreign currency(ies) through prospectus, offering letter, circular, memorandum to the general public and / or through any other mode as may be deemed appropriate by the Board for an amount not exceeding US$ 75 million including any premium and Green Shoe Option attached thereto, on such terms and conditions including pricing as the Board may in its sole discretion decide including the form
and the persons to whom such securities may be issued and all other terms and conditions
like price or prices, including premium, at such interest or additional interest, at a discount or
at a premium on the market price or prices and in such form and manner and on such terms
and conditions or such modifications thereto, including the number of Securities to be
issued, face value, rate of interest, redemption period, manner of redemption, amount of
premium on redemption / prepayment, number of further equity shares to be allotted on conversion / redemption / extinguishments of debt(s), exercise of rights attached to the warrants, the ratio of exchange of shares and / or warrants and / or any other financial instrument, period of conversion, fixing of record date or book closure and all other related or incidental matters as the Board may in its absolute discretion think fit and decide in consultation with the appropriate authority(ies), the merchant banker(s) and / or book runner(s) and / or lead manager(s) and/or underwriter(s) and / or advisor(s) and / or trustee(s) and / or such other person(s), but without requiring any further approval or consent from the shareholders and also subject to the applicable regulations / guidelines for the time being in force.
(As per BSE Bulletin dated on 22/03/2006)
India Cements Ltd. has informed the Exchange that the shareholders at the EGM held on April 13, 2006, passed the following resolutions, approving : (1) the enhancement of Authorised Share Capital from Rs.325 crores to Rs.335
crores (2) the alteration of Capital clause of the Articles of Association of the Company (3) the enhancement of holding limit of all Foreign Institutional Investors, including sub-accounts of FIIs put together from the present level of 24% to 40% of paid-up equity share capital of the Company; and (4) the issuance of Foreign Currency Convertible Bonds and/or other securities for an amount not exceeding US$75 million, including premium.
(As per NSE Bulletin on dated on 19/04/2006)
The company has informed that the members at the Extra Ordinary General Meeting (EGM) of the Company held on April 13, 2006, inter alia, have passed the following resolutions, approving:
1. The enhancement of Authorised Share Capital from Rs 3250 million to Rs 3350 million.
2. The alteration of Capital clause of the Articles of Association of the Company.
3. The enhancement of holding limit of all Foreign Institutional Investors, including sub-accounts of FIIs put together from the present level of 24% to 40% of paid-up equity share capital of the Company; and
4. The issuance of Foreign Currency Convertible Bonds and / or other securities for an amount not exceeding US $ 75 million, including premium.
(As per BSE Bulletin dated on 21/04/2006) |
| 17-Jan-05 |
| EGM 17/01/2005
To pass necessary resolutions covering the Preferential issues under Sec.81(1A) of the
Companies Act, 1956.
EGM 17/01/2005
To transact the following businesses: -
1. Increase in the Authorised Capital of the Company from 225,00,00,000 (Rupees Two Hundred and Twenty five Crores) divided into 75,00,000 Redeemable Cumulative Preference Shares of Rs 100/- each and 15,00,00,000 Equity Shares of Rs 10/- each to Rs 275,00,00,000 (Rupees Two Hundred and Seventy Five Crores) divided into 75,00,000 Redeemable Cumulative Preference Shares of Rs 100/- and 20,00,00,000 Equity Shares of Rs 10/- each.
2. Alterations in Memorandum and Article of Association of the Company.
3. Authorised the Board to issue, offer and allot from upto 2,96,00,561 Equity Warrants for Rs 1391.20 million receivable against the warrants to Asia Debt Recovery Company Ltd / ADM Maculus Fund L.P. / Sheen Pearl Investment Ltd sub account of ADM Maculus Fund L.P. and optionally convertible debentures upto Indian Rupees equivalent to US$25 million to Asia Debt Recovery Company Ltd., sub account of Asia Debt Recovery Company Ltd on
private placement and / or preferential basis, as may be decided by the Board subscribed at such time(s), in such tranch(es) and in such manner as the Board may; in its absolute discretion think fit and on such other terms and conditions as may be decided and deemed appropriate by the Board subject to prevailing rules, regulations and guidelines.
4. To mortgaging and /or charging of all / any of the immovable and movable properties of the Company wheresoever situate, present and future and/or conferring power to enter upon and to take possession of the assets of the Company in certain events to or in favour of the following banks to secure the following loans:
On first charge basis to:
a) ICICI Bank Ltd for its
i) Term Loan of Rs 80 million
ii) Working Capital Term Loan of Rs 464.20 million
b) Allahabad Bank for its working capital term loan of Rs 58.20 million.
c) Bank of India for its Working Capital Term Loan of Rs 24 million.
d) Canara Bank for its Working Capital Term Loan of Rs 103.90 million.
e) Centurion Bank for its Working Capital Term Loan of Rs 17 million.
f) IDB1 Bank Ltd for its Working Capital Term Loan of Rs 69.30 million.
g) Indian Bank for its Working Capital Term Loan of Rs 124.40 million.
h) Punjab National Bank for its Working Capital Term Loan of Rs 94.50 million.
i) The South Indian Bank Ltd for its Working Capital Term Loan of Rs 64.70 million.
j) State Bank of Hyderabad for its Working Capital Term Loan of Rs 61.20 million.
k) State Bank of India for its Working Capital Term Loan of Rs 76.20 million.
l) State Bank of Indore for its Working Capital Term Loan of Rs 107 million.
m) State Bank of Mysore for its Working Capital Term Loan of Rs 36.60 million.
n) Vijaya Bank for its Working Capital Term Loan of Rs 20.60 million.
o) Development Credit Bank Ltd for its Working Capital Term Loan of Rs 101.70 million.
p) State Bank of Patiala for its Working Capital Term Loan of Rs 111 million and
q) State Bank of Mauritius for its Working Capital Term Loan of Rs 38.30 million and
On second charge basis to;
a) ICICI Bank Ltd for its working capital facility of Rs 600 million.
b) Allahabad Bank for its working capital facility of Rs 62.30 million.
c) Bank of India for its Working Capital facility of Rs 61 million.
d) Canara Bank for its Working Capital facility of Rs 209.30 million.
e) Centurion Bank CBL) for its Working Capital facility of Rs 181.70 million.
f) IDBI Bank Ltd for its Working Capital facility of Rs 180.70 million
g) Indian Bank for its Working Capital facility of Rs 239.50 million
h) Punjab Nation Bank for its Working Capital facility of Rs 255.50 million
i) The South India Bank Ltd for its Working Capital facility of Rs 95.00 million
j) State Bank of Hyderbad for its Working Capital facility of Rs 212.40 million
k) State of India for its Working Capital facility of Rs 201.30 million
l) State Bank of Indore for its Working Capital facility of Rs 239.50 million
m) State Bank of Mysore for its Working Capital facility of Rs 107.30 million
n) Vijaya Bank for its Working Capital facility of Rs 96.00 million
o) Development Credit Bank Ltd for its Working Capital facility of Rs 127.30 million
p) State Bank of Patiala for its Working Capital facility of Rs 99.40 million
q) State Bank of Mauritius for its Working Capital facility of Rs 61.70 million
subject to first charge held by the existing term lenders / debenture holders / debenture
trustees together with interest thereon at the agreed rate, compound interest, additional
interest, liquidated damages, commitment charges, premia on prepayment or on redemption,
costs, charges, expenses and other monies payable by the Company to the aforesaid banks in
terms of their heads of agreements/ loan agreements/ hypothecation agreements/subscription
agreements/ Letters of sanction/ Memorandum of terms and conditions entered into/to be entered
into by the Company in respect of the said loans.
5. Authorised the Board to borrow any sum or sums of monies from time to time not
withstanding that the money or monies to be borrowed together with the monies already
borrowed by the Company (apart from temporary loans obtained from the Company's bankers
in the ordinary course of business) 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 total amount which may be so borrowed by the Board of Directors and outstanding at any time (apart from temporary loans obtained from the Company's bankers in the ordinary course of business) shall not exceed Rs 25000 million over and above the Paid-up Capital and free reserves of the Company for the time being.
(As per BSE Bulletin dated on 31/12/2004)
The Company has informed that the shareholders at their Extraordinary General Meeting of the Company held on January 17, 2005, have accorded to the following:
1. Enhancement of Authorised Share Capital from Rs 2250 million to Rs 2750 million and consequentially amending the Memorandum of Association of the Company.
2. Alteration of capital clause of the Articles of Association of the Company.
3. Issue, offer and allot up to 2,96,00,561 equity warrants for Rs 1391.20 million and Optionally Convertible Debentures (OCD's) upto Indian Rupees equivalent to US$ 25 million under Section 81(1A) of the Companies Act, 1956 on private placement and/or preferential basis.
(As per BSE Bulletin dated on 19/01/2005)
India Cements Ltd. has informed the Exchange that the shareholders at their EGM of the company held on January 17,2005 passed unanimously interalia,the following resolutions approving:1)The enhancement of Authorised sharecapital from Rs.225 Crores to Rs.275 Crores. 2)Alteration of capital clause of the
Articles of Association of the company. 3)Issue, offer and allot up to 2,96,00,561 equity warrants for Rs.139.12 Crores and optionally convertible Debentures upto Indian Rupees equivalent to US$25million under Section 81(1A) of the Companies Act,1956 on private placement and/or preferential basis.
(As per NSE Bulletin dated on 25/01/2005)
India Cements Ltd. has submitted the proceedings of the EGM of the company held on January 17,2005.
(As per NSE Bulletin dated on 25/02/2005)
Allotted the following in favour of ADRC Ltd, Mauritius:
1. 2,96,00,561 equity warrants on receipt of Rs 139.12 million @ Rs 4.70 per warrant and;
2. 87,36,000 Optionally Convertible Debentures (OCDs) for Indian Rupees 1092 million (equivalent to US$ 25 million).
The aforesaid allotments have been made in terms of SEBI (Disclosure and Investor Protection) Guidelines, 2000 and pursuant to the resolutions passed by the shareholders of the Company at the Extraordinary General Meeting held on January
17, 2005 and the resolutions passed by the Board of Directors at their meeting held on January 21, 2005.
(As per BSE Bulletin dated on 09/03/2005) |