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| Exchange Disseminated Time | Ankit Metal & Power Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on March 01, 2008, inter alia, have passed the following businesses:
1. Authorise the Board to increase the authorised share capital of the Company from the present Rs 35 Crore to Rs 60 crore by addition of 2.5 crores equity shares of Rs 10/- each.
2. Authorise to alter by deleting the existing Clause V of the Memorandum of Association relating to share capital of the Company by substituting in its place and instead, the following as flew Clause — V :
"The Authorised Share capital of the Company is Rs 60,00,00,000/- (Rupees Sixty Crores) divided into 6,00,00,000 (Six Crores) Equity shares of Rs 10/ (Rupees Ten) each with power to increase and reduce the capital of the Company and to divide or sub-divide the shares in capital of the Company and to divide or sub-divide the shares in capital for the time being into several classes and to attach thereto such preferential qualified or special rights, privileges or conditions as may be determined, by or in accordance with the Article of the Company for the time being."
3. Authorise the Board to borrow from time to time all such sum of money as they may deem requisite for the purpose of the business of the Company notwithstanding that the money to be borrowed together with the money already borrowed by the Company (apart from temporary loans obtained from the Company's bankers in the ordinary course of business) exceed the, aggregate of the paid-up Capital of the Company and its free reserves, that is to say, reserve not set apart for any specific purpose, provided that the aggregate of sum so borrowed shall not exceed Rs 1000 Crores (Rupees One Thousand Crores only) at any point of time.
4. Authorised the Board to hypothecate, mortgage, create, lien and / or other encumbrances in addition to the mortgages / charges etc. already created / to be created by the Company in such form and manner and with such ranking and at such time and on such terms on all or on any of the movable and / or immovable properties of the Company both present and future and / or on the whole or any part of the undertaking(s) of the Company as the Board may determine to secure the sum or sums of money borrowed or to be borrowed within the overall limits specified under section 293(1)(d) of the Companies Act, 1956, by the Company from Banks, Financial Institutions etc.
5. Authorised the Board to issue, offer and allot up to 5200000 (Fifty Two Lacs only) convertible warrants (warrants), each warrant convertible at the sole option of the holder, in one or more trenches, within 18 (eighteen) months from its allotment date into one fully paid up equity share of the Company of face value of Rs 10/- each at an exercise price of Rs 95/- including premium Rs 85/- per share, and the issue of fresh equity shares on the conversion of the warrants, on such further terms and conditions as may he finalized by the Board of Directors to the following persons in the Promoter Category:
i. Suresh Kumar Patni : 13,00,000 No of Warrants
ii. Sarita Patni: 13,00,000 No of Warrants
iii. Rohit Patni: 13,00,000 No of Warrants
iv. Ankit Patni: 13,00,000 No of Warrants
6. Authorise the Board to increase the limit of investment by Foreign Institutional Investors ("FIIs") in the equity shares of the Company, both on a repatriation and / or a non-repatriation basis, to 74% of the paid up equity capital of the Company for the time being or paid-up value of each series of convertible securities, if any, of the Company.
7. Authorise the Board to offer, issue and allot in the international/domestic markets equity shares and/or convertible bonds and/or any financial instruments or securities including Global Depository Receipts (GDRs) and/or American Depository Receipts (ADRs) and/or Foreign Currency Convertible Bonds (FCCBs) /Private Equity/Preferential Allotment/Equity Shares through Qualified Institutional Placements (QIPs), all representing equity shares and / or any such instrument or security convertible into equity shares (either at the option of the Company or holder thereof) being either with or without detachable warrants attached thereto entitling the warrant holder to apply for equity shares/instruments or securities including Foreign Currency Convertible Bonds (FCCBs) and/or American Depository Receipts (ADRs) and / or Global Depository Receipts
(GDRs) or representing equity shares and / or Equity Shares through Qualified Institutional Placements (QIPs) etc; ("the Securities") to be subscribed to in any foreign currency(ies)/Indian currencies by foreign investors / Indian Investors (whether individuals and / or bodies corporate and / or institution(s) and whether shareholders of the Company or not) on the basis of private placement or by way of Public Issue through prospectus or Letter of Offer or circular from time to time, in one or more tranches as may be deemed appropriate by the Board for an aggregate amount not exceeding USD 300 millions (inclusive of such premium as may be determined by the Board), such issue and allotment to be made on such occasion or occasions, in one or more tranches at such value or values, at a discount or at a premium to the market price prevailing at the time of the issue in accordance with the guidelines, if any, of the Government of India/ SEBI / RBI and all concerned "Appropriate Authorities" and in such form and manner and on such terms and conditions or such modification thereto, as the Board may determine in consultation with the Lead Manager(s) and/or Underwriter(s) and/or other Advisor(s), with authority to exercise the Green. shoe Option and to retain over-subscription upto such percentage, as may be permitted by the "Appropriate Authorities" but without requiring any further approval or consent from the shareholders, subject to necessary provisions & approvals. |
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