| India Infoline Ltd has informed BSE that the Board of Directors of the Company at its meeting held on November 17, 2008, inter alia, has approved the following:
1. (a) Draft Employee Stock Option Scheme, 2008 (ESOS 2008) providing for 50 Million Options to eligible Employees, Directors of the Company and the Subsidiaries.
(b) Considered the proposed grant of ESOPs of more than 1% of the issued capital under the above proposed scheme to identified employees.
2. Proposal of repricing and modification of terms of ESOPs issued under Employee Stock Option Plan, 2005 and Employee Stock Option Plan, 2007.
3. The above are subject to the approval of the Shareholders in the Extra-Ordinary General Meeting of the Company scheduled on December 15, 2008.
India Infoline Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on December 15, 2008, inter alia, to transact the following business:
1. To create, offer, issue and allot at any time to or to the benefit of such person(s) (who are in permanent employment of the Company, including any Directors to the Company, whether Whole-Time. Independent or otherwise) (except an Employee or Director who is a Promoter or belongs to the Promoter Group or a Director who either by himself or through his relative or through any Body Corporate, directly or indirectly holds more than 10% of the outstanding Equity Shares of the Company at any time) whether in India or at overseas location under the scheme titled "Employee Stock Option Scheme 2008" ("ESOS 2008" or "Scheme") as placed before this Meeting, such number at Equity Shares and / or Equity Linked Instruments (including Stock Options), and / or any other Instruments or Securities ("Securities") of the Company which could give rise to issue of Equity Shares not exceeding 50,000,000 (Fifty Million) Equity Shares at Rs 2 /- each, the pool to be increased consequent upon corporate actions such as bonus, sub division of shares etc., if any, at such price, in one or more tranches, and on such terms and conditions as may be fixed or determined by the Board in accordance with the guidelines or other provisions of the law or guidelines issued by the relevant Authorities including Securities and Exchange Board of India or as may be prevailing at that time, subject to necessary provision & approvals.
2. The benefits of the ESOS 2008 Scheme proposed in Resolution No 1 be extended to or to the benefit of such person(s) who are in the permanent employment of the Subsidiary Companies, whether Indian Subsidiary or Foreign Subsidiary, (including the Directors of the Subsidiary Companies, whether working in India or outside India, except an Employee or Director who is a Promoter or belongs to the Promoter Group or a Director who, either by himself or through his Relative, or through any Body Corporate, directly or indirectly, hold more than 10% the outstanding Equity Shares of the Company at any time) on the terms and conditions as may be decided by the Board of Directors or the Committee within the overall limit to options which would give rise to 50,000,000 (Fifty Million) Equity Shares of Rs 2/- each, the pool to be increased consequent upon corporate actions such as bonus, Sub-division of shares etc, it any, subject to necessary provisions & approvals.
3. To create, offer, Issue, grant Stock Options which will exceed 1% of the issued capital of the Company (excluding outstanding warrants and conversions) in a financial year out of the pool of 50,000,000 (Fifty Million) Equity Shares of Rs 2/- each under ESOS 2008 to each of the following identified employees.
- Mr. Bharat Parajia
- Mr. H Nemkumar
- Mr. Aniruddha Dange
- Mr. Vasudev Jagannath
4. To reprice the terms of the unexercised Employee Stock Options issued under the Employee Stock Option Scheme, 2005 (ESOS 2005) and Employee Stock Option Scheme, 2007 (ESOS 2007) to the extent such reprice / repricing formula is subject to a maximum discount of 35 %o the market price as on the date of grant or repricing as may be decided by the Compensatin Committee and such repricing are not detrimental o the interest of the employees and in accordance with the Acts, Regulations and Guidelines issued by the relevant authority, including Securities and Exchange Board at India, subject to necessary provisions & approvals.
5. Revision in the terms of remuneration payable to Mr. Nirmal Jain, Managing Director of the Company w.e.f. April 1, 2008 till remaining tenure of his appointment, on remuneration, terms & conditions.
6. Revision in the terms of remuneration payable to Mr. R Venkataraman, Executive Director of the Company w.e.f. April 1, 2008 till remaining tenure of his appointment, on remuneration, terms & conditions.
(As Per BSE Announcement Website dated on 25.11.2008)
India Infoline Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on December 15, 2008, inter alia, have approved the following:
1. Approval of maximum 50 Million Equity Shares of Rs 2 each under the Employee Stock Option Scheme 2008 (ESOS 2008) for the benefit of persons who are in the permanent employment of the Company including Directors of the Company whether Whole-time, Independent or otherwise. This will be subject to the grant by the Compensation Committee from time to time.
2. Approval of Employee Stock Option Scheme 2008 (ESOS 2008) for the benefit of such persons who are in the permanent employment of the Subsidiary Companies, whether Indian Subsidiary or Foreign Subsidiary whether working in India or outside India. This will be subject to the grant by the Compensation Committee from time to time.
3. Providing for Stock Options which will exceed 1% of the issued capital of the Company (excluding outstanding warrant and conversions) under ESOS 2008 to each of the four identified employees. This will be subject to the grant by the Compensation Committee from time to time.
4. Providing for reprising the terms of the unexercised Employee Stock Options issued under Employee Stock Option Scheme 2005 (ESOS 2005) and Employee Stock Option Scheme 2007 (ESOS 2007) subject to decision by the Compensation Committee from time to time.
5. Revision in the terms of remuneration payable to Mr. Nirmal Jain, Managing Director of the Company w.e.f. April 01, 2008 till remaining tenure of his appointment.
6. Revision in the terms of remuneration payable to Mr. R Venkataraman, Executive Director of the Company w.e.f. April 01, 2008 till remaining tenure of his appointment.
(As Per BSE Announcement Website dated on 15.12.2008)
India Infoline Ltd has informed BSE that the Extra Ordinary General Meeting (EGM) of the Company was held on December 15, 2008.
(As Per BSE Announcement Website dated on 22.12.2008) |
| The Board inter alia, has approved the following:
1. Issue of 37,00,000 equity shares of the Company on preferential basis to Orient Global Tamarind Fund Pte Ltd as Rs 1500 per share aggregating to Rs 555 Crore, as per Chapter XIII of SEBI (Disclosure & Investor Protection ) Guidelines, 2000 and subject to the provisions of the Companies Act, 1956, and other regulatory approvals as may be applicable.
2. The Board also noted an investment by Orient Global Tamarind Fund Pte Ltd of USD 50 Mn to acquire a 10% post money stake in fully diluted equity of India Infoline Marketing Services Ltd (IIMSL), which is a wholly owned subsidiary of the Company.
For the purpose of 1 above an Extra-Ordinary General Meeting of the shareholders of the Company will be held on January 17, 2008.
Orient Global Tamarind Fund Pte Ltd is a Singapore based Investment Institution.
India Infoline Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on January 17, 2008, inter alia, to conduct the following business:
1. To issue, offer and allot 37,00,000 (Thirty-Seven Lacs) Equity Shares of Rs 10 each on preferential basis to Orient Global Tamarind Fund Pte Ltd under Chapter XIII of SEBI (Disclosure & Investor Protection) Guidelines, 2000 (Guidelines).
Each of the Equity Shares will be issued at Rs 1500 (Rupees One Thousand Five Hundred), which includes a premium of Rs 1490 (Rupees One Thousand Four Hundred Ninety) per share in accordance with the provisions of Chapter XIII of SEBI (Disclosure & Investor Protection) Guidelines, 2000.
Relevant date shall be December 18, 2007 in accordance with SEBI (Disclosure and Investor Protection) Guidelines, 2000, subject to necessary provisions & approvals.
2. To Increase the Authorised Share Capital of the Company from Rs 80,00,00,000 (Rupees Eighty Crore) divided into 8,00,00,000 (Eight Crore) Equity Shares of Rs 10/- (Rupees Ten) each to Rs 100,00,00,000 (Rupees One Hundred Crore) dividend into 10,00,00,000 (Ten Crore) Equity Shares of Rs 10/- (Rupees Ten) each & consequential amendments in the Memorandum of Association of the Company.
(As per BSE Announcement Website dated on 01/01/2008)
India Infoline Ltd has informed BSE that the shareholders at the Extra Ordinary General Meeting (EGM) of the Company held on January 17, 2008, have approved the following special business:
1. Issue of 37,00,000 equity shares on preferential basis to Orient Global Tamarind Fund Pte. Ltd. in terms of SEBI Preferential issue guidelines.
2. Increase of Authorise share capital of the Company from Rs 80 crore to Rs 100 crore.
(As per BSE Announcemnt Website dated on 17/01/2008) |
| India Infoline Limited has submitted to the Exchange a copy of the notice of the Extraordinary General Meeting of the members of the Company scheduled to be held on October 20, 2007.
India Infoline Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the Members of the Company will be held on October 20, 2007, inter alia, to conduct the following business:
1. For investments by Foreign Institutional Investors including their sub-accounts ("FIIs"), in the shares or securities convertible into shares of the Company, by purchase or acquisition from the market under the Portfolio Investment Scheme (PIS) under FEMA, upto 100 per cent (100%) of the paid up equity share capital or paid up value of the Securities convertible into the shares of the Company as may be applicable or such other maximum limit as may be prescribed from time to time, subject to necessary provisions & approvals.
2. To create, offer, issue and allot at any time to or to the benefit of such person(s) who are in permanent employment of the Company, including any Directors of the Company, whether Whole time, Independent or otherwise (except an employee or director who is a promoter or belongs to the promoter group or a director who either by himself or through his relative or through any body corporate, directly or indirectly holds more than 10% of the outstanding equity Shares of the Company at any time) whether in India or at overseas location under the scheme titled 'Employee Stock Option Scheme 2007' ("ESOS 2007" or "Scheme") as placed before this meeting, such number of equity shares and / or equity linked instruments (including stock options), and / or any other instruments or securities ("Securities") of the Company which could give rise to issue of equity shares not exceeding 15,00,000 (Fifteen Lacs Equity Shares of Rs 10 each), the pool to be increased consequent upon corporate actions of bonus, sub division of shares etc., if any, at such price, in one or more tranches, and on such terms and conditions as may be fixed or determined by the Board in accordance with the guidelines or other provisions of the law or guidelines issued by the relevant Authority including Securities and Exchange Board of India or as may be prevailing at that time, subject to necessary terms and approvals.
3. Approvals to the Board ("Board which term shall be deemed to include any Committee of Directors which the Board may constitute to exercise its powers, including the powers, conferred by this resolution), the consent of the Company be and is hereby accorded to the Board that the benefits of the ESOS 2007 Scheme proposed under Resolution No 2 be extended to or to the benefit of such person(s) who are in the permanent employment of the subsidiary Companies, whether Indian Subsidiary or Foreign Subsidiary, (including the Directors of the subsidiary Companies, whether working in India or outside India, except an employee or director who is a promoter or belongs to the promoter group or a Director who, either by himself or through his relative, or through any body corporate, directly or indirectly, holds more than 10% of the outstanding equity Shares of the Company at any time) on the terms and conditions as may be decided by the Board of Directors or the Committee within the overall limit of options which would give rise to 15,00,000 (Fifteen Lacs Equity Shares of Rs 10 each), the pool to be increased consequent upon corporate actions of bonus, sub-division of shares etc. if any.
4. To issue, offer and allot 15,00,000 Equity warrants ('warrants") on preferential basis to the Trustees of India Infoline Employee Trust under Chapter XIII of SEBI (Disclosure & Investor Protection) Guidelines, 2000 (Guidelines). Each of the equity warrant will be exercisable into one Equity Share of a face value of Rs 10/- each to be issued in one or more tranches, at Rs 758, which includes a premium of Rs 748 per share in accordance with the provisions of Chapter XIII of SEBI (Disclosure & Investor Protection) Guidelines, 2000 and detailed in the' explanatory statement annexed hereto.
Relevant date shall be September 20, 2007 in accordance with SEBI (Disclosure and Investor Protection) Guidelines, 2000.
5. To borrow any sum or sums of money from time to time at their discretion, for the purpose of the business of the Company, which 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 at any time, 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) by a sum not exceeding Rs 3,000 Crore, and that the Board of Directors be and is hereby empowered and authorized to arrange or fix the terms and conditions of all such monies to be borrowed from time to time as to interest, repayment, security or otherwise as it may think fit.
India Infoline Ltd has informed BSE that the shareholders at the Extra Ordinary General Meeting (EGM) of the Company held on October 20, 2007, inter alia, have approved the following special business:
1. Authorising the Board to increase the FII limits upto 100% of the paid-up capital of the Company.
2. Approval of Employee Stock Option Scheme 2007 and extending the same to employees of subsidiary Companies.
3. Issue of 15,00,000 equity warrants convertible into equity shares on preferential basis in terms of SEBI Preferential issue guidelines.
4. Increase of Borrowing powers of the Company.
(As per BSE Announcement Website dated on 22/10/2007)
India Infoline Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on October 20, 2007, inter alia, have accorded to the following:
1. Authority to the board for investments by Foreign Institutional Investors including their sub-accounts ("FIIs"), in the shares or securities convertible into shares of the Company, by purchase or acquisition from the market under the Portfolio Investment Scheme (PIS) under FEMA, upto 100 per cent (100%) of the paid up equity share capital or paid up value of the Securities convertible into the shares of the Company as may be applicable or such other maximum limit as may be prescribed from time to time, subject to necessary provisions and approvals.
2. Authority to the Board to create, offer, issue and allot at any time to or to the benefit of such person(s) who are in permanent employment of the Company, including any Directors of the Company, whether Whole time, Independent or otherwise (except an employee or director who is a promoter or belongs to the promoter group or a director who either by himself or through his relative or through any body corporate, directly or indirectly holds more than 10% of the outstanding equity Shares of the Company at any time) whether in India or at overseas location under the scheme titled "Employee Stock Option Scheme 2007" ("ESOS 2007" or "Scheme") as placed before this meeting, such number of equity shares and / or equity linked instruments (including stock options), and / or any other instruments or securities ("Securities") of the Company which could give rise to issue of equity shares not exceeding 15,00,000 (Fifteen Lacs) Equity shares of Rs 10/- each), the pool to be increased consequent upon corporate actions of bonus, sub division of shares etc., if any, at such price, in one or more tranches, and on such terms and conditions as may be fixed or determined by the Board in accordance with the guidelines or other provisions of the law or guidelines issued by the relevant Authority including Securities and Exchange Board of India or as may be prevailing at that time, subject to necessary provisions & approvals.
3. Authority to the Board that the benefits of the ESOS 2007 Scheme proposed under Resolution No. 2 be extended to or to the benefit of such person(s) who are in the permanent employment of the subsidiary companies, whether Indian Subsidiary or Foreign Subsidiary, (including the Directors of the subsidiary companies, whether working in India or outside India, except an employee or director who is a promoter or belongs to the promoter group or a Director who, either by himself or through his relative, or through any body corporate, directly or indirectly, holds more than 10% of the outstanding equity Shares of the Company at any time) on the terms and conditions as may be decided by the Board of Directors or the Committee within the overall limit of options which would give rise to 15,00,000 (Fifteen Lacs Equity Shares of Rs 10 each), the pool to be increased consequent upon corporate actions of bonus, sub-division of shares etc, if any, subject to necessary provisions & approvals.
4. Authority to the Board to issue, offer and allot 15,00,000 (Fifteen Lacs only) Equity warrants ("Warrants") on preferential basis to the Trustees of India Infoline Employee Trust under Chapter XIII of SEBI (Disclosure & Investor Protection ) Guidelines, 2000 (hereinafter referred as Guidelines).
Each of the equity warrant will be exercisable into one Equity Share of a face value of Rs 10/- (Rupees Ten) each to be issued in one or more tranches, at Rs 758 (Rs Seven Hundred and Fifty Eight only), which includes a premium of Rs 748 (Rs Seven Hundred and Forty Eight only) per share in accordance with the provisions of Chapter XIII of SEBI (Disclosure & Investor Protection) Guidelines, 2000.
Relevant date shall be September 20, 2007 in accordance with SEBI (Disclosure and Investor Protection) Guidelines, 2000.
5. Authority to the Board of Directors of the Company, to borrow any sum or sums of money from time to time at their discretion, for the purpose of the business of the Company, which 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 at any time, 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) by a sum not exceeding Rs 3,000 Crores, and that the Board of Directors be and is hereby empowered and authorized to arrange or fix the terms and conditions of all such monies to be borrowed from time to time as to interest, repayment, security or otherwise as it may think fit, subject to necessary provisions & approvals.
(As Per BSE Announcement Website Dated on 30/10/2007)
India Infoline Ltd has informed BSE that the Board of Directors of the Company at its meeting held on November 01, 2007, has approved the allotment of 15,00,000 equity warrants on preferential basis, as approved by the shareholders in the Extra Ordinary General Meeting of the Company held on October 20, 2007, in accordance with the SEBI guidelines.
(As Per BSE Announcement Website Dated on 01/11/2007) |