Indiabulls Real Estate - Notice of Postal Ballot
Indiabulls Real Estate Ltd has informed BSE that the members of the Company, will consider to approve, by way of Postal Ballot the following resolutions:
1. To create, offer, issue, and allot, in one or more tranches, whether rupee denominated or denominated in foreign currency, in the course of international and/or domestic offering(s) in one or more foreign markets, for a value of up to GBP?150,000,000 (Pounds Sterling one hundred and fifty million Only), equity shares of the Company (”Equity Shares”) and/or Global Depository Receipts (”GDRs”) and/or Equity Shares through Depository Receipt Mechanism convertible into or linked to Equity Shares, in registered or bearer form (”Securities”) or any combination of Securities to the shareholders of DPD, through public issue(s) of prospectus, private placement(s) or a combination thereof at such time or times, at such price or prices or for consideration other than cash, at a discount or premium to the market price or prices or for consideration other than cash in such manner and on such terms and conditions including security, rate of interest, etc., as may be decided by and deemed appropriate by the Board in its absolute discretion, subject to necessary provisions & approvals.
2. To invest/purchase up to 100% of the issued ordinary share capital of DPD (”DPD Shares”), by issuance of ordinary shares of the Company (”IBREL Shares”) represented by Global Depository Receipts (”GDRs”) listed on the Luxembourg Stock Exchange’s Euro MTF market equating to an offer that values the existing ordinary share capital of DPD at approximately ?138.0 million and each DPD Share at 100.00p based on (a) the Indian Closing Price of Rs 654.40 per IBREL Share on February 27, 2008 and (b) a currency exchange rate of GBP 1.00 to Rs 79.12140 (being the exchange rate at 15:30 hrs. in Mumbai on February 27, 2008), subject to necessary provisions & approvals.
3. To create, issue, offer and allot at any time to or to the benefit of such person(s) who are in permanent employment of the Company, including any Director, except the promoter directors, of the Company, whether whole time or otherwise, under the scheme titled “Employees Stock Option Scheme ? 2008″ (”ESOP-2008″ or “Scheme”) 15,00,000 (Fifteen Lacs) equity options entitling the option holders to purchase an equivalent number of Equity Shares of face value of Rs 2 (Rs Two) each of the Company, at such price, in one or more tranches, and on such terms and conditions as given in the ESOP-2008 as placed before the meeting, duly initialed by the Chairman for the purpose of identification, subject to necessary provisions & approvals.
4. To extend the benefits of “Employees Stock Option Scheme ?2008″ proposed in the resolution under item no. 3 of this notice to or for the benefit of Employees of the Company’s subsidiaries, including Directors (except Promoter Directors) of such subsidiary Companies, as may from time to time be allowed under prevailing laws, rules and regulations and/or amendments thereto from time to time under “Employee Stock Option Scheme ?2008″ on such terms and conditions as may be decided by the Board, subject to necessary provisions & approvals.
5. Authorising the Board to:
(a) Give loans to the subsidiaries/bodies corporate up to an aggregate value of Rs 1000 Crore (Rupees One Thousand Crore only) and/or,
(b) Give guarantee or provide security, in connection with a loan made by any other person to, or to any other person by the Company, up to an aggregate value of Rs 1000 Crore (Rupees One Thousand Crore only) and/or,
(c) Invest Company’s funds into subsidiaries/bodies corporate, by way of subscription to any securities comprising of equity shares, convertible or non convertible preference shares, optionally convertible debentures and/or through purchase from Investors and/or in any other manner for an aggregate sum not exceeding Rs 1000 crore (Rupees One Thousand crore only), in one or more tranches from time to time to each of the following 37 (Thirty Seven) subsidiaries/bodies corporate notwithstanding that the aggregate of loans and investments so far made in or to be made in and the guarantees or securities so far given or to be given to all bodies corporate may exceed the limits prescribed under the said Section and other applicable provisions if any, of the Companies Act, 1956 -
1. Airmid Developers Ltd
2. Airmid Real Estate Ltd
3. Albasta Properties Ltd
4. Albina Real Estate Ltd
5. Angina Real Estate Ltd
6. Apesh Constructions Ltd
7. Apesh Properties Ltd
8. Apesh Real Estate Ltd
9. Citra Developers Ltd
10. Citra Properties Ltd
11. Citra Real Estate Ltd
12. Corus Real Estate Ltd
13. Devona Properties Ltd
14. Elena Properties Ltd
15. Elena Real Estate Ltd
16. Fornax Constructions Ltd
17. Fornax Properties Ltd
18. Indiabulls Home Developers Ltd
19. Indiabulls Multiplex Ltd
20. Indiabulls Realty Company Ltd
21. Lenus Real Estate Ltd
22. Mariana Constructions Ltd
23. Mariana Developers Ltd
24. Mariana Infrastructure Ltd
25. Mariana Real Estate Ltd
26. Piramyd Retail Ltd
27. Sentia Constructions Ltd
28. Sentia Real Estate Ltd
29. Sepset Constructions Ltd
30. Sepset Properties Ltd
31. Sepset Real Estate Ltd
32. Sophia Power Company Ltd
33. Sophia Real Estate Ltd
34. Varali Real Estate Ltd
35. Devona Infrastructure Ltd
36. Albina Infrastructure Ltd
37. Citra Infrastructure Ltd.
The Board of Directors of the Company has appointed Mr. Sanjay Khandelwal, Practicing Company Secretary, New Delhi, as scrutinizer for conducting the postal ballot process in a fair and transparent manner.
The Postal Ballot form duly completed should reach the scrutinizer by no later than on March 29, 2008. The scrutinizer will submit his report after completion of the scrutiny and the results of the postal ballot will be displayed on March 29, 2008.
Tags: Indiabulls Real Estate