| Jindal Cotex Ltd has informed BSE that the Board of Directors of the Company at its meeting held on November 14, 2011, inter alia, have approved the following:
- To further expand the Board of the Company, the Management decided to hold an Extra Ordinary General Meeting of the shareholders on December 14, 2011, to increase the number of Directors of the Company.
Jindal Cotex Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on December 14, 2011, at 10.00 A.M. at the Registered Office of the Company at V.P.O. Jugiana, G.T. Road, Ludhiana, inter alia, to transact the following business:
- To amendment the exiting Article 127 of the Articles of Association of the Company as under: -
'The number of Directors shall not be less than three and not more than fifteen Directors or such higher number of Directors as may be permitted under the Companies Act, 1956 and/or by the Central Government from time to time'.
(As Per BSE Announcement Website dated on 21.11.2011)
Jindal Cotex Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on December 14, 2011, inter alia, have approved the following:
- The Increase in the number of Director from the existing limit of 12 (twelve) Directors to a revised limit of 15 (fifteen) Directors, subject to the approval of Cental Government and altered the exiting Article 127 of the Articles of Association of the company as under:-
'The number of Directors shall not be less than three and not more than fifteen Directors or such higher number of Director as may be permitted under the Companies Act, 1956 and/or by the Central Government from time to time'.
(As Per BSE Announcement Website Dated on 14/12/2011)
Jindal Cotex Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on December 14, 2011, inter alia, have accorded to the following:
- To amendment the exiting Article 127 of the Articles of Association of the Company as under: -
'The number of Directors shall not be less than three and not more than fifteen Directors or such higher number of Directors as may be permitted under the Companies Act, 1956 and/or by the Central Government from time to time'.
(As Per BSE Announcement Website dated on 19.12.2011) |
| Jindal Cotex Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on April 26, 2010, inter alia, to transact the following:
1. To Mortgage or hypothecate Company's Movable or Immovable Properties in favour of Company's Bankers or Financial Institutions in accordance with the provisions of section 293(1)(a).
2. To raise borrowing limit upto 750 crores in accordance with the provisions of section 293(1)(d) of the Companies Act, 1956.
3. Increase in Authorised Capital from 27.00 crores to 60.00 crores.
4. Amendment in Memorandum of Association.
5. Amendment in Articles of Association.
6. To accord Approval u/s 81(1A) for raising of funds/capital.
7. To accord Approval for increase in FII limit from 24% to 74% in the paid up capital of the Company.
Jindal Cotex Ltd has informed BSE that the Extra Ordinary General Meeting (EGM) of the Company was held on April 26, 2010 , inter alia, have accorded to the following:
1. To authorise board the company to mortgage / hypothecate and/or charge by mortgage through deposit of title deeds or in any other manner not being sale, in terms of section 293(l)(a) of the Companies Act, 1956, in Order to avail the Term Loans and other credit facilities from the Banks / Financial Institutions.
2. To authorise board for borrowing of long term loans/funds/ any sum or sums of monies which together with the monies already borrowed by the Company may exceed the aggregate for the time being of the paid up capital of the Company and its free reserves, amount so borrowed by the Board of Directors shall not at any time exceed Rs. 750,00,00,000/- (Rupees Seven Hundred and Fifty Crores) from time to time in accordance with the provisions of Section 293(1)(d) and other applicable provisions, if any, of the Companies Act, 1956.
3. Increasing the authorised share capital to Rs.60.00 crores from the present authorised share capital of Rs. 27.00 crores.
4. To make necessary amendments in Clause V of the Memorandum of Association of the company for increasing the authorised capital of the company.
5. Insertion of Clause 6,4. in the Articles of Association of the company to specifically provide for the powers of the company to issue Global Depositary Receipts (GDRs) andlor American Depositary Receipts (ADRs) and/or Foreign Currency Convertible Bonds (FCCBs) and/or any other instrument or securities representing convertible securities convertible into shares of the company.
6. Authority to board to raise capital/funds for the company by way of rights issue / preferential issue or in any other manner in the domestic market up to Rs. 150 crores and by way of issue of equity foreign currency convertible bonds (FCCBs) / foreign currency exchangeable bonds, depository receipts (GDRs/ADRs), or any instrument or securities representing convertible securities such as convertible debentures, bonds or warrants convertible into depository receipts/equity shares etc whether optionally or otherwise or any combination thereof up to an aggregate amount not exceeding Fifty Million United States Dollars (USD 50 million).
7. Approval for the limit for investment by FIIs in the paid-up equity share capital of the Company from 24% to 74%.
(As Per BSE Announcement Dated on 26/04/2010)
Jindal Cotex Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on April 26, 2010, inter alia, have accorded the following:
1. Authority to the Board to mortgage and/or hypothecate and /or charge by mortgage through deposit of title deeds or in any other manner not being sale, all the present and/or future movable and immovable properties and whole or substantially the whole of the undertaking of the Company for charges to be created in favour of the Companys Banker(s) and/or Financial Institution(s) from time to time for the purpose of securing Financial Assistance, sanctioned or to be sanctioned by such Bank(s) and/or Financial Institution(s) from time to time in favour of the Company together with the commitment charges costs, charges expenses and other monies payable by the Company to the said Banks/ Financial Institution(s), subject to necessary provisions and approvals.
2. Authority to the Board to borrow from time to time as they may think fit, any sum or sums of monies including monies raised through bonds whether convertible or not or partially thereof in Indian as well as international market which together with the monies already borrowed by the Company (apart from temporary loans obtained from the Companys Bankers in the ordinary course of business) may exceed the aggregate for the time being 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 so borrowed by the Board of Directors shall not at any time exceed Rs. 750,00,00,000/- (Rupees Seven Hundred and fifty Crores), subject to necessary provisions and approvals.
3. Increased Authorised Share Capital of the Company from Rs. 27.00 crores (Rupees Twenty Seven Crores) divided into 2,70,00,000 Equity shares of Rs.10/- each to Rs. 60.00 crores (Sixty Crores) divided into 6,00,00,000 Equity Shares of As. 10/- each by addition thereto a sum of Rs.33.00 crores (Rupees Thirty Three Crores) divided into 3,30,00,000 Equity Shares of As. 10/- each and consequential amendment in the Memorandum of Association and Articles of Association of the Company.
4. Authority to the Board to create, offer, issue and allot securities, in the course of domestic and/or international offering(s), such as Equity Shares, Securities, warrants convertible into Equity Shares through Public Offering, private placement, Preferential Allotment or Right Issue or in any other manner in Domestic market, up to Rs. 150 crores and any securities including Global Depository Receipts and/or American Depository Receipts/Foreign Currency Convertible Bonds convertible into equity shares at the option of the Company and/or at the option holders of the security and/or any other security linked to equity shares, or any instruments representing convertible securities such as convertible bonds, debentures, warrants convertible into equity share whether optionally or otherwise or any combination thereof (hereinafter referred to as Securities) up to Rs. USD50 million to such investors including Foreign investors /institutions and/ or corporate bodies, mutual funds, banks, insurance companies, trusts and/or individuals or otherwise, whether or not such persons/entitles investors are Members of the Company, whether in Indian Currency or Foreign currency. Such issue and allotment shall be made at such time or times in one or more tranche or trenches, at par or at such price or prices at a premium or discount to market price or prices in such manner and on such terms and conditions as the Board of Directors may at its sole discretion think fit and proper at time of such issue or allotment in consultation with the Lead Managers, Underwriters, Advisors or the intermediaries, subject to necessary provisions and approvals, subject to necessary provisions and approvals.
5. Pursuant to the applicable provisions of the Foreign Exchange Management Act (FEMA) 1999, the Companies Act, 1956, all other applicable laws, rules, regulations, guidelines and subject to such approval, consents and permissions of the Government of India, the Reserve Bank of India (RBI) and any other appropriate authorities, institutions or bodies as may be necessary and subject to such conditions as may be prescribed by any of the concerned authorities while granting such approvals, permissions and sanctions, which may be agreed to by the Board of Directors (hereinafter referred to as the Board which term shall be deemed to include any committee constituted/to be constituted by the board to exercise its powers including the powers conferred by this resolution), consent of the company be and is hereby accorded for the investment in equity shares of the company by Foreign Institutional Investors (FIIs) including their sub-accounts registered with the Securities and Exchange Board of India (SEBI) up to an aggregate limit of 74% of the paid up equity share capital of the company or up to such other limit as be permitted by law and approved by the board of directors of the Company, subject to necessary provisions & approvals.
(As Per BSE Announcement Dated on 11.05.2010) |