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Jai Balaji Industries Limited Annual Report 2011-12

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Jai Balaji Industries Limited Annual Report 2011-12 Jai Balaji Industries Limited Annual Report 2011-12 Notice to the Shareholders NOTICE IS HEREBY GIVEN THAT where the equity shares of the Company, to the promoter(s)/ the Thirteenth Annual General Meeting Company are listed, regulation for Promoters, Promoter Group of the Members of Jai Balaji Industries preferential issue pursuant to Chapter Company(s), on preferential basis, more Limited will be held on Tuesday, the VII – “Preferential issue” of Securities particularly mentioned in the table 18th day of December, 2012 at 11.00 and Exchange Board of India (Issue of below, in one or more tranch(es), on a.m. at Rotary Sadan (Shripati Capital and Disclosure Requirement) such terms as the Board may in its Singhania Hall), 94/2 Chowringhee Regulations, 2009, [hereinafter referred absolute discretion think fit and decide: Road, Kolkata – 700 020 to transact the to as “SEBI (ICDR) Regulations”] following business: including and modification and Sl. Name of the No. of re-enactment thereof from time to time No. Proposed Promoter ORDINARY BUSINESS: Promoter Warrants and in accordance with all other Allottee 1. To receive, consider and adopt the applicable regulations, guidelines and Audited Balance Sheet as at 30th clarifications thereon issued by the 1. Enfield Suppliers 19,00,000 June, 2012 and Statement of Profit Securities and Exchange Board of India Limited and Loss Account for the financial (“SEBI”), Reserve Bank of India (“RBI”), 2. Hari Management 81,00,000 year ended on that date together Government of India (“GOI”) or any Limited with Report of the Board of other statutory / regulatory authorities Total 1,00,00,000 Directors and the Auditors thereon. and subject to all such approvals, permissions, consents and sanctions of 2. To appoint a Director in place of “RESOLVED FURTHER THAT the any authorities, as may be necessary Shri Rajiv Jajodia, who retires by offer, issue and allotment of the and subject to such conditions and rotation and being eligible, aforesaid Warrants to Promoter(s), modifications as may be prescribed or offers himself for re-appointment. Promoter Group Company(s) and the imposed by any of them while granting equity shares resulting from the 3. To appoint a Director in place such approvals, permissions, consents exercise of the entitlement of the said of Shri Amit Kumar Majumdar, or sanctions, which may be agreed to Warrant, shall be in terms of scheme who retires by rotation and by the Board of Directors of the of Corporate Debt Restructuring being eligible, offers himself for Company or any Committee thereof approved by the CDR cell and subject re-appointment. (hereinafter referred to as the “Board”), to applicable guidelines, notifications, the consent of the members of the 4. To appoint Joint Statutory Auditors rules and regulations and on the terms Company be and is hereby accorded to hold office from the Conclusion and conditions given herein below: to the Board to create, offer, issue and of this meeting until the conclusion allot, on preferential allotment basis, a) The “Relevant Date” in relation to of the next Annual General Meeting to one or more of the promoter(s)/ the above mentioned Preferential of the Company and to fix their promoter group company(s), upto Issue of Warrants for the purpose remuneration. 1,00,00,000 (one crore) Warrants from of determining the price of the SPECIAL BUSINESS: time to time and in one or more equity shares to be allotted and tranches, each Warrant entitling/ issued under the SEBI (ICDR) 5. To consider and, if thought fit, giving an option to the holder thereof Regulations and any amendment(s) to pass, with or without to apply and be allotted one fully paid up to date shall be 20th September, modification(s), the following up equity share of ` 10/- each at any 2012. resolution as a Special Resolution: time, not exceeding 18 (Eighteen) b) The issue price of the said Warrants months from the date of allotment of “RESOLVED THAT pursuant to the is ` 50/- (Rupees fifty only) each, provisions of Section 81 (1A) and all the said Warrants, such that the equity which is a price greater than the other applicable provisions, if any, of shares to be issued on exercise of said price determined in accordance the Companies Act, 1956 (including Warrants, give rise in aggregate upto with Clause 76(1) of Chapter VII of 1,00,00,000 (one crore) equity shares of any amendment thereto or re- the SEBI (ICDR) Regulations. enactment thereof) (hereinafter referred ` 10/- (Rupees ten only) each fully paid to as “the Act”) and pursuant to the up, at an exercise price of ` 50/- c) The proposed allottees of Warrants scheme of Corporate Debt (Rupees fifty only) per equity share shall be entitled to apply for and Restructuring approved by the CDR including a premium of ` 40/- (Rupees obtain, in one or more tranches cell, vide their Letter of Approval of forty only) per share, which is a price allotment of one equity share of face Corporate Debt Restructuring (LOA- greater than the price determined in value of ` 10/- each of the Company CDR) dated 20th September, 2012 and accordance with Clause 76(1) of against each Warrant at a price of subject to the relevant provisions of the Chapter VII of the SEBI (ICDR) ` 50/-, including a premium of Memorandum and Articles of Regulations as amended from time to ` 40/- per equity share, within a Association of the Company, the Listing time, ranking pari-passu in all respects, period of 18 (eighteen) months from Agreements entered into by the including as to dividend, with the date of allotment of such Company with the Stock Exchanges the existing equity shares of the warrants. 01 Jai Balaji Industries Limited Annual Report 2011-12 Notice to the Shareholders (Contd.) d) An amount equivalent to at least “RESOLVED FURTHER that the Board and in regard to the issue, allotment of 25% of ` 50/- per warrant being be and is hereby authorised to issue the Warrants and/or equity shares and ` 12,50,00,000/- (Rupees twelve and allot such equity shares as may be utilisation of the issue proceeds, to crore fifty lac only) shall be paid required to be issued and allotted upon prescribe the forms of applications, against each warrant on or conversion of the said Warrants and enter and execute all such deeds, before the date of such allotment that equity shares shall be subject to documents, agreements or other as per the LOA-CDR dated the provisions of the Memorandum instruments, and to take such 20th September, 2012. and Article of Association of the actions/directions as they may consider Company and shall rank pari passu in e) The Warrant holder(s) shall have as being necessary or desirable and to all respects, including entitlement for the option of applying for and being obtain any approval, permissions, dividend, with the existing equity sanctions which may be necessary or allotted equity shares of the shares of the Company.” Company of face value of desirable as they may deem fit.” “RESOLVED FURTHER THAT the ` 10/- each by paying the balance “RESOLVED FURTHER THAT the Board be and is hereby authorised to 75% of ` 50/- per warrant, or such Board is hereby authorised to take amount, being 37,50,00,000/- decide and approve other terms and ` necessary precautions to comply with (Rupees thirty seven crore fifty lac conditions of the issue of the Warrants the applicable provisions of the only) after adjusting the upfront and/or equity shares and shall also be Securities and Exchange Board of India payment made. entitled to vary, modify or alter any of the terms and conditions, as it may (Substantial Acquisition of Shares and f) In case the Warrant(s) holder do deem fit, subject however to the Takeovers) Regulations, 2011 at the not apply for the conversion of the compliance with the applicable time of allotment of equity shares outstanding Warrants into equity guidelines, notifications, rules and issued upon conversion of Warrants. shares of the Company within 18 regulations and shall be as per the 6. To consider and, if thought fit, (eighteen) months from the date of Scheme of Corporate Debt to pass, with or without allotment of the said Warrants, then Restructuring approved by the CDR modification(s), the following the amount paid upon each of cell”. the said outstanding Warrants shall resolution as a Special Resolution: be forfeited and all the rights “RESOLVED FURTHER THAT the Board be and is hereby authorised “RESOLVED THAT pursuant to the attached to the said Warrants shall provisions of Sections 198, 309, 310 read lapse automatically. to accept the terms, conditions, modifications and stipulations as the with Schedule XIII of the Companies g) The equity shares to be offered, GOI, RBI, SEBI or Stock Exchanges or Act, 1956 and such other applicable issued and allotted on conversion any other regulatory authority may provisions, if any, of the Companies of the Warrants shall be subject to stipulate while granting approval to Act, 1956 and subject to the approval the provisions of the Memorandum the Company for issue of the Warrants of such authorities as may be required and Articles of Association of the and/or equity shares as aforesaid.” consent of the Company be and is Company in all respects, and the hereby accorded for payment of “RESOLVED FURTHER THAT the shares issued and allotted on remuneration to Shri Shyam Bahadur Board is hereby authorised to take conversion thereof shall be subject Singh, Director of the Company, not necessary steps for listing of the equity to lock-in for such period that as exceeding 75,000/- per month with shares allotted upon conversion of ` prescribed under the SEBI (ICDR) effect from 1st October, 2012, and that Warrants, on Stock Exchanges, where Regulations for Preferential Issue, such remuneration shall not exceed the the Company’s shares are listed, as per as amended from time to time.
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