| Sintex Industries Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on December 24, 2007, inter alia, to transact the following business:
1. To increase the Authorised Equity Share Capital of the Company from Rs 350 million (Rupees three hundred fifty million only) divided into 17,50,00,000 Equity Shares of Rs 2/- each to Rs 500 million (Rupees five hundred million only) divided into 25,00,00,000 Equity Shares of Rs 2/- each by the creation of 7,50,00,000 Equity Shares of Rs 2/- each subject to the Memorandum and Articles of Association of the Company.
2. Alternation of Clause 5 of the Memorandum of Association of Company by substituting the following words:
Clause 5
The authorized share capital of the Company is Rs 65,00,00,000 divided into 25,00,00,000 Equity Share of Rs 2/- each and 15,00,000 preference share of Rs 100/- each with power to increase or reduce the share capital of the Company and to divide the share in the capital for the time being into several classes and to attach there to respectively such preferential deferred, qualified or special rights privileges or condition as may be determined by or in accordance, with the Articles of Association of the Company and vary, modify, amalgamate or abrogate any such rights, privileges or condition in such manners as may for time being be provided by the Articles of Association of the Company.
3. Alternation of Article 5 of the Articles of Association of the Company by substitution of the following in its place:
Article 5
'The Authorised Share Capital of the Company is Rs 65,00,00,000 divided into 25,00,00,000 Equity Shares of Rs 2/- each and 15,00,000 Preference Shares of Rs 100/- each.
4. To Issue, offer and allot in international offerings, in One or more foreign markets, Foreign Currency Convertible Bonds (FCCBs) and / or Global Depository Receipts( GDRs) and / or American Depository Receipts (ADRs) and / or any securities convertible to equity shares at the option of the Company and / or holder of the securities and / or securities linked to equity shares through and / or any other instruments or securities ("Securities") subscribed to in foreign currency(ies) for cash or stock swap or for other valuable consideration including strategic alliances, business(es) or a combination thereof, to Foreign Investors (whether Institutions and / or Incorporated Bodies and / or individuals and whether or not such investors are members of the Company) through Public Issue(s), Private Placement(s), Preferential Allotment(s), which upon conversion of all Securities so issued or allotted could give rise to the issue of an amount (inclusive of such premium as may be determined) up to US$ 300 million (approximately Rs 1200 crores at the rate of exchange) and such issue and allotment to be made at such time or times, in one or more tranches, at such price or prices, on such term and conditions including security, rate of interest and in such manner as the Board may, in its absolute discretion think fit or deemed appropriate, wherever necessary in consultation with the Lead Manager(s) Investment Banker(s) Advisers and the Underwrites, subject to guidelines of the Reserve Bank of India (RBI), Securities and Exchange Board of India (SEBI) and Ministry of Finance and otherwise 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.
5. To offer, issue and allot in one or more tranches, to Qualified Institutional Buyers ("QIBs"), Equity Shares of the Company ("Shares"), secured or unsecured, through prospectus and / or offer letter and / or circular basis so however that the total amount raised through the aforesaid Shares do not exceed US $ 150 Million (approximately Rs 600 crores at the rate of exchange) including a right of the Board to retain for additional allotment such amount of subscription not exceeding 15% of the a of the initial offer of each tranche as the Board may deem fit, such issue and allotment to be made at such time or times, in one or more tranches at such price or prices, in such manner and where necessary in consultation with the lead managers and / or other advisors or otherwise, on such terms and conditions as the Board, may, in its absolute discretion decide at the time of issue of Shares, and with power to the Board to dispose of such Shares as are not subscribed, in its absolute discretion and in such manner as it may deem fit, subject to necessary provisions & approvals.
6. To offer, issue and allot, in accordance with applicable guidelines / regulations, as may be permissible in law, now or at any time hereafter, issue and allot 1,32,00,000 Warrants optionally convertible into 1,32,00,000 Equity Shares of the Company (the Equity Shares and "Warrants") to the Promoters on a preferential allotment basis, on such terms and conditions and in such manner as the Board may think fit with 10% of the price or such other amount as may be required under applicable Indian law, to be paid to the Company at the time of such Warrants being issued and balance shall be paid to the Company at the time of conversion of such Warrants into Equity Shares depending of the number of Equity Shares to be issued, and such Warrants shall be optionally convertible into Equity Shares where such conversion shall take place in one or more tranches within 18 months of the date of the issue. The Warrants when issued or allotted would ultimately result in an increase in the paid up equity share capital of the Company by an amount not exceeding Rs 26.40 million excluding premium, to the promoters, at such time and in one or more tranches on such terms and conditions, as may be deemed appropriate by the Board, subject to necessary provisions & approvals.
7. To increase the remuneration of Shri. Satyanarayan B Dangayach, Managing Director of the Company, with effect from the approval of the Members in General Meeting to the date of expiry of their present term of office on June 06, 2010, on terms & conditions.
8. For borrowing such sum or sums of money in any manner, from time to time as may be required for the purposes of the business of the Company with or without security and upon such terms and conditions as they may think fit, notwithstanding that moneys to be borrowed together with moneys 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 Share 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 so borrowed by the Board of Directors and outstanding at any time shall not exceed the sum of Rs 2500 crores (Rupees Two thousand five hundred crores only), subject to necessary provisions & approvals.Sintex Industries Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on December 24, 2007, inter alia, to transact the following business:
1. To increase the Authorised Equity Share Capital of the Company from Rs 350 million (Rupees three hundred fifty million only) divided into 17,50,00,000 Equity Shares of Rs 2/- each to Rs 500 million (Rupees five hundred million only) divided into 25,00,00,000 Equity Shares of Rs 2/- each by the creation of 7,50,00,000 Equity Shares of Rs 2/- each subject to the Memorandum and Articles of Association of the Company.
2. Alternation of Clause 5 of the Memorandum of Association of Company by substituting the following words:
Clause 5
The authorized share capital of the Company is Rs 65,00,00,000 divided into 25,00,00,000 Equity Share of Rs 2/- each and 15,00,000 preference share of Rs 100/- each with power to increase or reduce the share capital of the Company and to divide the share in the capital for the time being into several classes and to attach there to respectively such preferential deferred, qualified or special rights privileges or condition as may be determined by or in accordance, with the Articles of Association of the Company and vary, modify, amalgamate or abrogate any such rights, privileges or condition in such manners as may for time being be provided by the Articles of Association of the Company.
3. Alternation of Article 5 of the Articles of Association of the Company by substitution of the following in its place:
Article 5
'The Authorised Share Capital of the Company is Rs 65,00,00,000 divided into 25,00,00,000 Equity Shares of Rs 2/- each and 15,00,000 Preference Shares of Rs 100/- each.
4. To Issue, offer and allot in international offerings, in One or more foreign markets, Foreign Currency Convertible Bonds (FCCBs) and / or Global Depository Receipts( GDRs) and / or American Depository Receipts (ADRs) and / or any securities convertible to equity shares at the option of the Company and / or holder of the securities and / or securities linked to equity shares through and / or any other instruments or securities ("Securities") subscribed to in foreign currency(ies) for cash or stock swap or for other valuable consideration including strategic alliances, business(es) or a combination thereof, to Foreign Investors (whether Institutions and / or Incorporated Bodies and / or individuals and whether or not such investors are members of the Company) through Public Issue(s), Private Placement(s), Preferential Allotment(s), which upon conversion of all Securities so issued or allotted could give rise to the issue of an amount (inclusive of such premium as may be determined) up to US$ 300 million (approximately Rs 1200 crores at the rate of exchange) and such issue and allotment to be made at such time or times, in one or more tranches, at such price or prices, on such term and conditions including security, rate of interest and in such manner as the Board may, in its absolute discretion think fit or deemed appropriate, wherever necessary in consultation with the Lead Manager(s) Investment Banker(s) Advisers and the Underwrites, subject to guidelines of the Reserve Bank of India (RBI), Securities and Exchange Board of India (SEBI) and Ministry of Finance and otherwise 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.
5. To offer, issue and allot in one or more tranches, to Qualified Institutional Buyers ("QIBs"), Equity Shares of the Company ("Shares"), secured or unsecured, through prospectus and / or offer letter and / or circular basis so however that the total amount raised through the aforesaid Shares do not exceed US $ 150 Million (approximately Rs 600 crores at the rate of exchange) including a right of the Board to retain for additional allotment such amount of subscription not exceeding 15% of the a of the initial offer of each tranche as the Board may deem fit, such issue and allotment to be made at such time or times, in one or more tranches at such price or prices, in such manner and where necessary in consultation with the lead managers and / or other advisors or otherwise, on such terms and conditions as the Board, may, in its absolute discretion decide at the time of issue of Shares, and with power to the Board to dispose of such Shares as are not subscribed, in its absolute discretion and in such manner as it may deem fit, subject to necessary provisions & approvals.
6. To offer, issue and allot, in accordance with applicable guidelines / regulations, as may be permissible in law, now or at any time hereafter, issue and allot 1,32,00,000 Warrants optionally convertible into 1,32,00,000 Equity Shares of the Company (the Equity Shares and "Warrants") to the Promoters on a preferential allotment basis, on such terms and conditions and in such manner as the Board may think fit with 10% of the price or such other amount as may be required under applicable Indian law, to be paid to the Company at the time of such Warrants being issued and balance shall be paid to the Company at the time of conversion of such Warrants into Equity Shares depending of the number of Equity Shares to be issued, and such Warrants shall be optionally convertible into Equity Shares where such conversion shall take place in one or more tranches within 18 months of the date of the issue. The Warrants when issued or allotted would ultimately result in an increase in the paid up equity share capital of the Company by an amount not exceeding Rs 26.40 million excluding premium, to the promoters, at such time and in one or more tranches on such terms and conditions, as may be deemed appropriate by the Board, subject to necessary provisions & approvals.
7. To increase the remuneration of Shri. Satyanarayan B Dangayach, Managing Director of the Company, with effect from the approval of the Members in General Meeting to the date of expiry of their present term of office on June 06, 2010, on terms & conditions.
8. For borrowing such sum or sums of money in any manner, from time to time as may be required for the purposes of the business of the Company with or without security and upon such terms and conditions as they may think fit, notwithstanding that moneys to be borrowed together with moneys 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 Share 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 so borrowed by the Board of Directors and outstanding at any time shall not exceed the sum of Rs 2500 crores (Rupees Two thousand five hundred crores only), subject to necessary provisions & approvals.
Sintex Industries Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on December 24, 2007, have passed the following resolutions:
1. To increase in Authorized Equity Share Capital of the Company and consequential to amend the Memorandum and Articles of Association of the Company in terms of increase in Authorised Capital of the company to Rs 65.00 Crores divided into 25,00,00,000 Equity Shares of Rs 2/- each and 15,00,000 Preference Shares of Rs 100/- each.
2. To raise an additional funds upto an amount of USD 300 Million by Issue of FCCB's / GDRs / ADRs in one or more foreign markets subject to necessary provisions and approvals.
3. Issue and allot Equity Shares upto USD 150 Million in one or more tranches to Qualified Institutional Buyers (QIB's) with an option to retain such amount of subscription not exceeding 15% of the amount of the Initial offer of each of the trenches.
4. Issue and allot 1,32,00,000 warrants optionally convertible into equal number of Equity
Shares to Opel Securities Pvt Ltd and Kolon Investment Pvt Ltd ("promoters") instead of
BVM Finance Pvt Ltd, Opel Securities Pvt Ltd and Kolon Investment Pvt Ltd as proposed,
on preferential allotment basis at a price of Rs 454.74 per warrants as per applicable SEBI Guidelines, subject to necessary provisions and approvals.
5. To increase the remuneration of Shri. Satyanarayan B Dangayach, Managing Director of the Company.
6. To increase the limit of borrowing powers of Directors not exceeding Rs 2500 Crores
(As per BSE Announcement Website dated on 24/12/2007)
Sintex Industries Ltd has informed BSE that pursuant to the approval of the shareholders of the Company at the Extra Ordinary General Meeting of the Company held on December 24, 2007, the Committee of Directors at its meeting held on February 11, 2008, has allotted 12542553 equity shares of Rs 2/- each of the Company to Qualified Institutional Buyers.
Pursuant to the allotment of 12542553 equity shares of Rs 2/- each of the Company as aforesaid, the paid up equity share capital of the Company as on February 11, 2008 stands increased to 13,38,07,433 equity shares of Rs 2/- each amounting to Rs 26,76,14,866/- from 12,12,64,880 equity shares of Rs 2/- each amounting to Rs 24,25,29,760/-.
(As per BSE Announcement Website dated on 11/02/2008) |
| Sintex Industries Ltd has informed BSE that pursuant to the approval of the (i) shareholders of the Company at the Extra Ordinary General Meeting of the Company held on October 10, 2006; (ii) the Committee of Directors at its meeting held on December 25, 2006, the Company has allotted 2,63,044 equity shares of Rs 2/- each of the Company to Foreign Currency Convertible Bonds (FCCB) holders on the exercise their conversion right.
Pursuant to the allotment of 2,63,044 equity shares of Rs 2/- each of the Company as aforesaid, the paid up equity share capital of the Company as on December 25, 2006 stands increased to 11,17,23,545 equity shares of Rs 2/- each amounting to Rs 22,34,47,090/- from 11,14,60,501 equity shares of Rs 2/- each amounting to Rs 22,29,21,002/-.
Sintex Industries Ltd has informed BSE that pursuant to the approval of the (i) shareholders of the Company at the Extra Ordinary General Meeting of the Company held on October 10, 2006; (ii) the Committee of Directors at its meeting held on January 06, 2007 the Company has allotted 2,15,218 equity shares of Rs 2/- each of the Company to Foreign Currency Convertible Bonds ("FCCB") holders on the exercise their conversion right.
Pursuant to the allotment of 2,15,218 equity shares of Rs 2/- each of the Company as aforesaid, the paid up equity share capital of the Company as on January 06, 2007 stands increased to 11,19,38,763 equity shares of Rs 2/- each amounting to Rs 22,38,77,526 from 11,17,23,545 equity shares of Rs 2 each amounting to Rs 22,34,47,090/-.
(As Per BSE Announcement Dated on 08/01/2007) |
| The Board has approved the following subject to the approval of the shareholders of the Company in the general meeting of the shareholders of the Company to be convened:
1. To adopt an employee stock option scheme of the Company called Sintex Industries Ltd Employee Stock Option Scheme, 2006 in accordance with the
provisions of the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 ("SEBI Guidelines').
2. Amendments to the Articles of Association of the Company, to reflect the amendments to be made to the Shareholders Agreement dated January 29, 2005, executed amongst the Company, the promoters of the Company and Lightwood Investment Ltd, ("Lightwood") pursuant to the Amendment Agreement to be executed between the Company, its promoters and Lightwood.
In terms of the SEBI Guidelines and the Companies Act, 1956, in respect of the matters stated above, the Company is to obtain the consent of the shareholders of the Company by way of a special resolution of the shareholders of the Company at a
general meeting. The general meeting of the shareholders of the Company is proposed to be held on February 24, 2006.
Sintex Industries Ltd. has submitted to the Exchange a Copy of the Notice of EGM scheduled to be held on February 24, 2006. Further, the Company has also submitted a copy of resolution passed by Board of Directors approving ESOP Scheme, 2006.
(As per NSE Bulletin dated on 06/02/2006)
EGM 24/02/2006
To consider the following:
1. Alteration in Article of Association of the Company.
2. To offer, issue and allot upto 10,00,000 equity shares of the Company of Rs 2/- each to the
Sintex Employees Welfare Trust at Rs 91.70/- per equity share, to hold it for the benefit of the
present and future employees of the Company (including the executive and non-Executive
Directors of the Company) in the form of shares under the Sintex Industries Ltd Employee
Stock Option Scheme 2006 (Scheme) to be launched by the Company for the benefit of the employees of the Company, subject to necessary approvals and provisions.
(As per BSE Bulletin dated on 06/02/2006)
The Company has informed that the members at the Extraordinary General Meeting (EGM) of the Company held on February 24, 2006, inter alia, have approved the following unanimously:
1. Adoption of the employee stock option scheme of the Company called the Sintex Industries Ltd Employee Stock Option Scheme, 2006 in accordance with the provisions of the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (SEBI Guidelines).
2. Amendments to the Articles of Association of the Company, to reflect the amendments made to the Shareholders Agreement dated January 29, 2005 executed amongst the Company, the promoters of the Company and Lightwood Investment Ltd (Lightwood) pursuant to the Amendment Agreement dated February 10, 2006 executed between the Company, its promoters and Lightwood.
(As per BSE Bulletin dated on 24/02/2006)
Sintex Industries Ltd. has submitted to the Exchange a copy of proceedings of EGM of the
shareholders of the Company held on February 24, 2006.
(As per NSE Bulletin dated on 01/03/2006)
Sintex Industries Ltd has informed BSE that pursuant to the approval of the (i) shareholders of the Company at the Extra Ordinary General Meeting of the Company held on February 24, 2006; (ii) the Compensation Committee at its meeting held on August 21, 2006, the Company has allotted 10,00,000 equity shares of Rs 2/- each of the Company at a price of Rs 91.70 per equity share to Sintex Employees welfare Trust to hold it for the benefit of the present and future employees of the Company under the Sintex Employees Stock Option Scheme 2006. Pursuant to the allotment of 10,00,000 equity shares of Rs 2/- each of the Company as aforesaid, the paid up equity share capital of the Company as on August 21, 2006 stands increased to 11,13,40,936 equity shares of Rs 2/- each amounting to Rs 22,26,81,872/-, from 11,03,40,936 equity shares of Rs 2/- each
amounting to Rs 22,06,81,872/-.
(As Per BSE Bulletin Dated on 21/08/2006) |
| Sintex Industries Ltd. has submitted to the Exchange a copy of the Notice of EGM of the Company scheduled to be held on October 10, 2005.
EGM 10/10/2005
To consider inter alia:
1. Authority to the Board to offer, issue and allot, (including with provision for reservation on firm and / or competitive basis of such part of issue and for such categories of persons as
may be permitted), in the course of domestic / international offering(s) to all eligible investors including Domestic / Foreign Investors, including Domestic / Foreign Institutional,
Non-Resident Indians, Corporate Bodies, Trusts, Mutual Funds, Banks, Insurance Companies, Pension Funds, individual and / or trustees and / or Stabilization Agents or otherwise, whether shareholders of the Company or not, through a public issue and / or on a private placement basis, debentures whether partly / fully convertible and / or securities linked to Equity Shares and / or Foreign currency convertible bonds convertible into Equity Shares or depository receipts (GDRs /ADRs) and / or securities convertible into equity shares at the option of the Company and / or the holder of such securities and / or Equity Shares through depository receipts (GDRs / ADRs) and / or bonds with Share warrants
attached ("Securities") secured or unsecured, through prospectus and / or offer letter and / or
circular basis so however that the total amount raised through the aforesaid Securities should
not exceed US $ 60 million (approximately Rs 2650 million), such issue and allotment to be
made at such time or times, in one or more tranches, at such price or prices, in such manner
and where necessary in consultation with the Lead Manager and / or Underwriters and / or
Stabilization Agents and / or other Advisors or otherwise, on such terms and conditions as
the Board may, in its absolute discretion decide at the time of issue of securities with a right
to the Board to retain for additional allotment such amount of subscription not exceeding
15% of the amount of the initial offer of each tranche as the Board may deem fit.
2. Authority to the Board for borrowing such sum or sums of money in any manner, from time
to time as may be required for the purpose of the business of the Company with or without security and upon such terms and conditions as they may think fit, notwithstanding that moneys to be borrowed together with moneys 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 Share 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 so borrowed by the Board of Directors and outstanding at any time shall not exceed the sum
of Rs 10000 million.
(As per BSE Bulletin dated on 03/10/2005)
The company has informed that the members at the Extraordinary General Meeting (EGM) of the Company held on October 10, 2005, inter alia, have accorded to the following:
1. Authority to the Board to offer, issue and allot, securities not exceeding US$ 60 million (approximately Rs 2,650 million), subject to the necessary provisions / approvals.
2. Authority to the Board for borrow such sum or sums of money (apart from temporary loans obtained from the Company's bankers in the ordinary course of business) provided that, the total amount so borrowed by the Board of Directors and outstanding at any time shall not exceed the sum of Rs 10,000 million, subject to the necessary provisions
/ approvals.
(As per BSE Bulletin dated on 24/10/2005)
Sintex Industries Ltd. has submitted to the Exchange a copy of the proceedings of the EGM of
the shareholders of the Company held on October 10, 2005.
(As per NSE Bulletin dated on 24/10/2005)
Sintex Industries Ltd. has informed the Exchange that that Pursuant to the
approval of the (i) shareholders of the Company at the Extra Ordinary General Meeting of the Company held on October 10, 2006; (ii) the Committee of Directors at its meeting held on April 1, 2006, has alloted 13,15,222
equity shares of Rs 2/- each of the Company to Foreign Currency Convertible Bonds ("FCCB") holders on the exercise their conversion right. Pursuant to the alottment of 13,15,222 equity shares of Rs 2/- each of the Company as
aforesaid, the paid up equity share capital of the Company as on April 1, 2006 stands increased to 9,99,73,542 equity shares of Rs 2 each amounting to Rs.19,99,47,084/- from 9,86,58,320 equity shares of Rs.2 each amounting to Rs 19,73,16,640/-.
(As per NSE bulletin dated on 04/04/2006) |