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| Exchange Disseminated Time | Alps Industries Ltd has informed BSE that the members at the 38th Annual General Meeting (AGM) of the Company held on August 13, 2010, inter alia, have also accorded to the following:
1. Alternation in the Clause V of the Memorandum of Association of the Company:
- V. The authorized share capital of the Company is Rs. 3,45,00,00,000/- (Rupees Three Hundred & Forty Five Crores) consisting of 34,50,00,000 (Thirty Four Crores & Fifty Lacs) shares divided into 4,00,00,000 (Four Crores) Equity Shares of Rs. 10/- (Rupees Ten) each and 30,50,00,000 (Thirty Crores & Fifty Lacs) Preference Shares of Rs. 10/- each whether or not cumulative / redeemable / convertible or otherwise, with power to increase, reduce or divide the Capital for the time being into several classes and to attach thereto respectively such preferential, priority, deferred, qualified or special rights, privileges, security, conditions or restrictions, whether in regard to dividend, voting return of Capital distribution of assets or otherwise as may be determined in accordance with the provisions of the Act, any special contractual obligations of the company and Rules and Regulations made there under, and to vary, modify or abrogate any such rights, privileges, conditions or restrictions in such manner as may be provided from time to time under the provisions of the Act and Rules and Regulations made there under or pursuant to any special contractual obligations of the Company, and consolidate or subdivide or reorganize shares or issue of shares of higher or lower denominations or conversion of above Preference Shares into equity Shares on terms & conditions as may be decided by the Directors. The Board of Directors be and is hereby authorised to make the necessary amendment in the clause by utilizing the authorized share capital within the aforesaid limit as per the requirement with the right to reconvert the unissued Preference Shares as mentioned above into Equity Shares and vice versa.
2. Delisting of GDRs from Luxemberg Stock Exchange:
- In terms of SEBI (Delisting of Securities) Guidelines-2003 and subject to the provisions of the Companies Act, 1956 (including any modifications or re-enactment thereof for the time being in force), Securities Contracts (Regulation) Act, 1956 and terms and conditions of Deposit Agreement, Listing Circular, Deed Poll or any other documents executed with any agency involved in the issue, listing and trading of the GDRs and the Rules and Regulations as may be specified by the concern Stock Exchange, the proposal for Voluntary Delisting of Company’s GDRs from The Luxembourg Stock Exchange, Luxembourg ,w.e.f. the date of the completion of compliance of the terms and conditions related to the delisting or from such other date as the Board of Directors deemed fit and proper.
3. Powers to mortgage the fixed assets of the Company:
- Authority to the Board for mortgaging and / or charging by the Board of Directors of the Company on first charge basis in favor of financial institutions and/or banks, on second charge basis in favor of financial institutions / banks, and on exclusive charge basis in their favor as may be called for, all the immovable & movable properties of the Company, wheresoever situated, present & future and the whole of the Undertaking of the Company except that banks shall have first charge as agreed between the lender and the company on movable stocks, current assets whether receivable loans and advances, actionable claims owned by the Company, to or in favor of the financial institutions and banks for the financial assistance presently provided by them, and any other bank / financial institutions for financial assistance to be provided by them in future and future loans Sanctioned / lent by the above banks / financial Institutions to the Company or to be sanctioned or lent by institutions / banks subject to the overall limits of Rs. 1500.00 Crores not mentioned together with interest thereon at the respective agreed rates, compound / further / additional interest, liquidated damages, commitment charges, and all other monies as payable by the Company to financial institutions / Banks under their respective heads as per agreement / letter of sanction / memorandum of terms and conditions entered into / to be entered into by the company in respect of the said financial assistance, subject to necessary provisions & approvals. (For more details kindly refer Corporate Announcements on www.bseindia.com). |
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