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| Exchange Disseminated Time | Maral Overseas Ltd has informed BSE that the Extra Ordinary General Meeting (EGM) of the Company will be held on August 26, 2009, inter alia, to transact the following :
1. To increasing the Authorised Share Capital of the Company from Rs 55,00,00,000/- (Rs Fifty Five Crores only) to Rs 75,00,00,000 (Rupees Seventy Five Crores only) by:
(i) Creation of 40,00,000 Equity Shares of Rs 10/- (Rupees Ten only) each aggregating to Rs 4,00,00,000/- (Rupees Four Crore only).
(ii) Creation of 16,00,000 Cumulative Redeemable Preference Shares of Rs 100/- (Rupees Hundred only) each aggregating to Rs 16,00,00,000/- (Rupees Sixteen Crore only)
and consequential amendments in Memorandum & Articles of Association of the Company.
2. To alter Articles of Association of the Company in the following manner:
After Article 7, insert the following heading and article as Article 7A.
7A: Issue of Redeemable Preference Share.
The Company shall have power to issue to any person, financial institution, insurance companies or banks, mutual fund or corporate bodies, redeemable preference shares at such rate of dividend as may be fixed by the Company from time to time and within the limits as prescribed/may be prescribed by the law in this behalf from time to time, carrying a right to redemption out of profit or out of the proceeds of a fresh issue of shares made for the purpose of such redemption and the Board may, subject to the provisions of Section 60 of the Act, execution of such powers, in such manner, as may be provided in the Articles.
3. To issue and allot Cumulative Redeemable Preference Shares (CAPS) as the Company may deem fit and proper from time to time in one or more tranches to such persons whether institutions / Financial Institutions, Banks, and subject to such conditions and modifications, which may be agreed to by the Board of Directors of the Company ("the Board") and for a duly authorised committee thereof for the time being exercising the powers conferred on the Board by this resolution or as may be prescribed In granting such consents and approvals and which may be agreed to, by the Board, for a value not exceeding Rs 20.00 Crores (Rupees Twenty Crores only) in one or more tranches on such terms and conditions and carrying such rate of dividend and the premium on redemption as the Board may in its absolute discretion deem fit including terms of issue, price and all other terms and conditions and matters connected therewith, subject to necessary provisions and approvals.
4. To offer, issue and allot up to maximum of 1,97,50,000 Equity Shares of Rs 10/- each of the Company pursuant to conversion of unsecured loans of an amount aggregating to Rs 1975 lacs at a price of Rs 10/- (Rupees Ten Only) per share to the promoter M/s Agarwal Trademart Pvt Ltd by way of private placement on preferential allotment basis, in one or more tranches, as per the terms and conditions given in the Explanatory Statement annexed to this notice. |
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