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Friday, June 8, 2007

Mahindra & Mahindra - Updates on Result of Postal Ballot

Mahindra & Mahindra Ltd has informed BSE that the members of the Company by way of Postal Ballot have passed the following special resolutions:

1. Authority to the Board to offer, issue and allot (including with provisions for reservation on firm and / or competitive basis of such part or issue and for such categories of persons as may be permitted) in the course of one or more International offering(s) to all eligible investors, whether shareholders of the Company or not, through a public offering or on a private placement basis, Ordinary Shares ("equity shares") and / or equity shares through depository receipts and / or foreign currency convertible bonds and / or securities convertible into equity shares at the option of the Company and / or the holder(s) of such securities linked to equity shares ("Securities"), secured or unsecured through prospectus and / or offer letter and / or circular basis, so however that the total amount raised through the aforesaid Securities should not be in excess of US $ 300 million (approximately Rs 1230 crores, at the current rate of exchanges), such issue and allotment to be made at such times, in one or more tranches, at such price of prices, in such manner and where necessary in consultation with the Lead Managers and / or Underwriters and / or Stabilizing Agents and / or other Advisors or otherwise on such terms and conditions as the Board may, in its absolute discretion, decide at the time of issue of Securities, with a right to the Board to retain for additional allotment, such amount of subscription not exceeding 15% of the amount of the initial offer of each tranche as the Board may deem fit, subject to necessary provisions & approvals.

Further resolved that, Authority to the Board to offer, issue and allot equity shares / fully convertible debentures / partly convertible debentures or any securities other than warrants, which are convertible into or exchangeable with equity shares ("QIP Securities") on such date as may be determined by the Board but not later than 60 months from the date of allotment, to be subscribed on the basis of placement documents for an amount, which shall not in the aggregate exceed Rs 900 crores.

2. Authority to the Board to make any loan(s) to, and / or give any guarantee(s), and / or provide any security(ies) in connection with loan(s) made by any other person, to or any other person by, any more of the bodies corporate hereto even if such loans, guarantees and securities together with the aggregate of loan(s) made, guarantees(s) given, security(ies) provided and investment(s) made from time to time exceed the ceiling prescribed under section 372A of the Companies Act 1956, computed as at the beginning of the financial year in which such loans are made, guarantees given, securities provided and investments made, provided that the excess over the ceiling prescribed under section 372A of the Company Act, 1956 computed at the beginning of the financial year will not at any time exceed Rs 1500 crores, subject to necessary provisions & approvals.

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