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| Exchange Disseminated Time | Mudra Lifestyle Ltd has informed BSE that the Board of Directors of the Company at its meeting held on October 15, 2010, inter alia, has transacted the following:
1. The Board of Directors has decided to issue 12,000,000 equity shares of face value of Rs. 10/- each of the Company, constituting 25.005% of the post issue equity share capital of the Company on a fully diluted basis at a price of Rs. 60/- per share (i.e. Premium of Rs. 50 per share), to E-LAND FASHION CHINA HOLDINGS LTD (“Investor”) on a preferential allotment basis, subject to the approval of the members of the Company in an Extra Ordinary General Meeting by way of special resolution as required to he passed under the provisions of the Companies Act, 1956, the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 and such other approvals, consent, sanction etc. as may be required for this purpose ("Preferential Allotment”).
The Board has requisitioned an Extra Ordinary General Meeting of the shareholders of the Company on November 13, 2010 to seek their approval for this purpose.
2. The Board noted that the Investor and Mr. Muralilal Agarwal, Mr. Ravindra Agarwal and Mr. Vishwambharlal Bhoot, the promoters of the Company (“Promoters”), have entered into a share purchase agreement for the purchase by the Investor of a minimum of 10,000,000 and a maximum of 1,24,75,139 equity shares of face value of Rs. 10/- each from the Promoters (“Share Purchase Agreement”).
3. The Board noted that entry into the transactions above would result in the Investor being required to make an open offer under the provisions of the Securities And Exchange Board of India (Substantial Acquisitions or Shares and Takeovers) Regulations, 1997 (“Open Offer”).
4. The Board noted that upon the consummation of the transactions contemplated under the Preferential Allotment, the Share Purchase Agreement and the Open Offer, the Investor would hold a minimum of 51% of the post issue equity share capital of the Company on a fully diluted basis." |
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