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| Exchange Disseminated Time | Prime Industries Ltd has submitted to BSE a copy of extracts of the resolutions passed by the Board in its meeting held on February 05, 2011.
Outcome of Board Meeting :
1. Creation of Charges
- To mortgage and/or charge, in addition to the mortgages and/or charges created/to be created by the Company, in such form and manner and with such ranking as to priority and for such time and on such terms as the Board may determine, all or any of the movable and /or immovable, tangible and/or intangible properties of the Company, both present and future and/or the whole or any part of the undertaking(s) of the Company together with the power to take over the management of the business and concern of the Company in certain events of default, in favour of the lender(s), agent(s), trustee(s) for securing the borrowings of the Company availed/to be availed by way of loan(s) (in foreign currency and/or rupee currency) and securities (comprising fully/partly convertible debentures and/or non-convertible debentures with or without detachable or non-detachable warrants and/or secured premium notes and/or floating rates notes/ bonds or other debt instruments), issued /to be issued by the Company, from time to time, subject to the limits approved under Section 293(1)(d) of the Companies Act, 1956, together with interest at the respective agreed rates, additional interest, compound interest in case of default, accumulated interest, liquidated damages, commitment charges, premia on pre-payment, remuneration of agent(s)/ trustee(s), premium (if any) on redemption, all other costs, charges and expenses, including any increase as a result of devaluation/revaluation /fluctuation in the rates of exchange and all other monies payable by the Company in terms of loan agreement(s), heads of agreement(s), debenture trust deed or any other document entered into/to be entered into between the Company and the lender(s)/agent(s)/trustees, in respect of the said loans/borrowings/debentures and containing such specific terms and conditions and covenants in respect of enforcement of security as may be stipulated in that behalf and agreed to between the Board of Directors or Committee thereof and the lender(s) / agent(s), / trustee(s), subject to necessary provisions and approvals.
2. Borrowing Powers
- To borrow any sum or sums of money from time to time at their discretion, for the purpose of the business of the Company, which together with the monies already borrowed by the Company, (apart from temporary loans obtained from the Company’s Bankers in the ordinary course of business) may exceed at any time, the aggregate of the paid-up capital of the Company and its free reserves (that is to say, reserves, not set apart for any specific purpose) by a sum not exceeding Rs. 100 crores, and that the Board of Directors be and is hereby empowered and authorized to arrange or fix the terms and conditions of all such monies to be borrowed from time to time as to interest, repayment, security or otherwise as it may think fit, subject to necessary provisions and approvals.
3. Loans / Investments / Corporate Guarantees
- To make loan(s) and/or give any guarantee(s)/provide any security(ies) in connection with loan(s) made to and/or acquire by way of subscription, purchase or otherwise the securities of any body corporate up to a limit not exceeding Rs.100 Crores notwithstanding that the aggregate of the loans, guarantees or securities so far given or to be given to and/or securities so far acquired or to be acquired in all bodies corporate may exceed the limits prescribed under the said section, subject to necessary provisions and approvals
4. Amendment in the object clause of the Memorandum of Association of the Company
- To amend the Object Clause of the Memorandum of Association of the Company
5. Appointment of Scrutinizer
- To appoint Mr. Manjeet Singh, Practising Chartered Accountant, Ludhiana (Pb), as Scrutinizer for postal ballot, for conducting the postal ballot process in a fair and transparent manner and in accordance with the requirement of the Law.
6. Authorisation for postal ballot
- To make responsible Mr. Harjeet Singh Arora and/or Mr. R.K. Singhania, Directors of the company, for the entire postal ballot process for the resolutions under Section 293(1)(a), 293(1)(d) 372A and Section 17 of the Companies Act, 1956 and they are severally authorized severally to sign all such papers and documents and to do all such acts, deeds and things etc. as may be required in this regard. |
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