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| Exchange Disseminated Time | Gandhimathi Appliances Ltd has informed BSE that minutes of the proceedings of the Extraordinary General Meeting of the Company held on September 28, 2007. Vide Resolution No.4 of the said minutes, the members of the Company, subject to approval of the Board for Industrial and Financial Reconstruction (BIFR) had approved the conversion out of the unsecured loan of Rs 395 lakhs standing in the books of the Company to the credit of the Promoter-Directors of the Company, their relatives and / or Associate Companies managed / controlled by them into 39,50,000 equity shares of Rs 10/- each for cash at par.
Hon'ble Board for Industrial & Financial Reconstruction, New Delhi (BIFR), vide their order dated November 17, 2008 has permitted the Company to convert the said unsecured loan of Rs 395 lakhs from the existing promoters into equity share capital at par. In respect of the said allotment, BIFR has also granted exemption from the provisions of sections 81(1)(a), 295 and 372A and other applicable provisions of the Companies Act, 1956 and the relevant provisions of the Securities (Contracts and Regulations) Act, SEBI Guidelines for preferential allotment of shares and without the requirement of following provisions of SEBI (Substantial Acquisition of Shares and Takeover) Regulations 1997 and subsequent amendments thereto, SEBI (Disclosure & Investor Protection) Guidelines, 2000, SEBI (Central Listing, Authority) Regulations 2003 and ceiling on promoters' holding and other provisions of SEBI Act, Rules and Regulations, Guidelines, Circulars, etc., including and in particular clause 40(A) and 40(B) of the Listing Agreement with Stock Exchanges and to exempt the promoters, their relatives and associates and group Companies from the provisions of section 295 and 372A of the Companies Act, 1956 relating to inter corporate and other loans and investments in the Company.
As per the directions of Hon'ble BIFR, the Board of Directors at its meeting scheduled to be held on November 24, 2008 shall allot the said 3,95,000 equity shares of Rs 10/- each for cash at par to the Promoter-Directors, their relatives and Associates of the Company. |
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