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| Exchange Disseminated Time | Prime Securities Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on January 25, 2008, inter alia, to conduct the following business:
1. To allow Investments by Foreign Institutional Investors Including their sub-accounts ("FIIs"), in the Equity Shares of the Company, either by direct Investment or by purchase or otherwise by acquiring from the market under the portfolio investment scheme on a repatriation basis, upto 74% of the Paid-up Equity Share Capital of the Company, subject to the necessary provisions & approvals.
2. To offer, Issue and allot, in one or more tranches, on a preferential basis, upto 18,70,000 Equity Shares of Rs 5/- each at a price of Rs 275/- per share (including premium of Rs 270/- per share) to the following investors ("the Investors") and on such other terms and conditions that the Board may deem appropriate in its absolute discretion:
a. New Vernon Private Equity Ltd: 1,800,000 Equity Shares proposed to be allotted
b. ICG Q Ltd: 70,000 Equity Shares proposed to be allotted
3. To offer, issue and allot, in one or more tranches, on a preferential basis, upto 6,00,000 Equity Share Warrants ("Warrants"), carrying an entitlement to subscribe to an equivalent number of Equity Shares of Rs 5/- each at Rs 275/- per share (Including premium of Rs 270/- per share) to the following Investors and on such other terms and conditions that the Board may deem appropriate in its absolute discretion:
Name of the Proposed Investors:
a. New Vernon Private Equity Ltd: 200,000 Warrants proposed to be allotted
b. Judith Investments Pvt Ltd: 150,000 Warrants proposed to be allotted
c. Mr. Arun Shah & Mrs. Ramila Shah: 100,000 Warrants proposed to be allotted
d. Mr. Rangarajan Ramachandran: 50,000 Warrants proposed to be allotted
e. Mr. Pradip V Dubhashi: 50,000 Warrants proposed to be allotted
f. Mr. Vinay G Motwani & Mrs. Veena G Motwani: 50,000 Warrants proposed to be allotted
4. To introduce and Implement the Employee Stock Option Scheme 2007 ("ESOS 2007" or "Scheme") and to create, grant, offer, Issue and allot, to or for the benefit of such person(s) who are in permanent employment of the Company, including whole-time directors of the Company and its subsidiary Companies (except an employee or director who is a promoter or belongs to the promoter group or a director who either by himself or through his relative or through any body corporate, directly or indirectly holds more than 10% of the outstanding equity Shares of the Company at anytime), whether working in India or at overseas location ("Employees"), Options giving right to purchase or subscribe not more than 10,00,000 Equity Shares of the Company ("Options"),’at such price,’ in such manner, during such period, in one or more tranches and on such terms and conditions as the Board may decide, subject to necessary provisions & approvals.
5. To extend the benefits of the ESOS 2007 referred to in the resolution no. 4 of this notice and duly passed by the Members, subject to the overall limit specified under the said ESOS 2007, to such permanent Employees of the subsidiary Companies' of the Company, whether working in India or at overseas location and the whole-time directors of the subsidiary Companies, as may from time to time, be allowed to enjoy the benefits of the ESOS 2007 under the prevailing laws, rules and regulations, and on such terms and conditions as may be decided by the Board, subject to necessary provisions & approvals. |
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