Jayant Agro - EGM on Jan 18, 2008

Jayant Agro Organics Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on January 18, 2008, inter alia, to transact the following:

1. To alter the existing Clause V of the Memorandum of Association of the Company relating to share capital by deleting the same and substituting in place thereof the following as new Clause V:

“The Authorised Share Capital of the Company is Rs 17,50,00,000/- (Rupees Seventeen crores Fifty lakhs only) divided into 2,90,00,000 (Two crores Ninety lakhs only) Equity Shares of Rs 5/- (Rupees five) each and 60,00,000 (Sixty lacs) Preference Shares of Rs 5/- {Rupees five) each. The Company has power from time to time to increase or reduce its capital and to divide the shares in the capital for the time being into other classes and to attach thereto respectively such preferential, deferred, qualified or other special rights, privileges, conditions or restrictions as may be determined by or in accordance with the Articles of Association of the Company and vary, modify or abrogate any such manner as may for the time being be permitted by the Articles of Association of the Company or the legislative provisions for the time being in force in that behalf.”

2. To alter the Article 4 of the Articles of Association of the Company by deleting the same & substituting in place thereof, the following as New Article 4:

“The Authorised Share Capital of the Company is Rs 17,50,00,000/- (Rupees Seventeen crores Fifty lakhs only) divided into 2,90,00,000 (Two Crores Ninety Lakhs Only) Equity Shares of Rs 5/- (Rupees five) each and 60,00,000 (Sixty lacs) Preference shares of Rs 5/- (Rupees five) each capable of being increased or reduced in accordance with the provisions of the Articles of Association of the Company and the legislative provisions for the time being in force, whether original or increased, may be divided into several classes with any preferential, qualified or other special rights, privileges, conditions or restrictions attached thereto, whether in regard to dividend, voting, return of capital or otherwise.”

3. To create, offer, issue and allot, at its sole discretion to M/s. Itoh Oil Chemicals Co. Ltd, Japan upto 6,00,000 (Six Lakhs) equity shares constituting 4.54% of the total post-issue paid-up, capital of the Company of Rs 5/-each at a price of not less than Rs 105/-per share (face value of Rs 5/- each and a premium of not less than Rs 100/-) for cash on a preferential basis, which price is calculated in accordance with the guidelines for Preferential Issue issued by SEBI under the SEBI) (Disclosure & Investor Protection) Guidelines, 2000 with the relevant date being the date thirty days prior to this Extraordinary General Meeting i.e. December 19, 2007, subject to necessary provisions & approvals.

4. To create, offer, issue and allot 17,00,000 Warrants (”Warrants” for brevity) to Select Investors, on preferential allotment basis, on one or more trenches, on such other terms and conditions and in such manner as the Board may think fit, whether or not they are members of the Company, each warrant entitling the holder thereof to apply for and be allotted one equity share per Warrant of Rs 5/- each at a premium of Rs 100/- being the price of which is in accordance with the SEBI guidelines for Preferential issue, conversion of which shall be made within a period not exceeding 18 (eighteen) months from the date of allotment of the Warrants in accordance with the SEBI (Disclosure & Investor Protection) Guidelines, 2000 and the other applicable guidelines, subject to necessary provisions & approvals.

5. To create, offer, issue and allot in one or more tranches, in the course of domestic / international offerings to Domestic / Foreign Investors / Institutional Investors / Foreign Institutional Investors, Trusts, Mutual Funds, Banks, Financial Institutions, Insurance Companies, Pension Funds or otherwise, whether shareholders of the Company or not, and / or such investor are members, promoters, directors or their relatives / associates, of the Company, equity shares and / or equity shares through Global Depository Receipts, (”GDRs”) and / or American Depository Receipts (”ADRs”) and / or Foreign Currency Convertible Bonds (”FCCBs”) and / or one or more international markets with or without a Green shoe option Equity shares and / or Equity Shares under the guidelines in respect of Qualified Institutional Placement (”QIP”) issued by SEBI and / or any securities / warrants convertible into equity shares at the option of the Company and / or holder(s) of the securities and / or securities linked to equity shares and / or securities with warrants including, any instruments or securities representing either equity shares and / or Foreign Currency Convertible Bonds or Convertible Securities or securities linked to equity shares or securities with equity shares / fully convertible debentures / partly convertible debentures and / or securities with or without detachable / non - detachable warrants with a right exercisable by the warrant holder to subscribe for the equity shares and / or any securities, other than warrants, which are convertible or exchangeable with equity shares at a later date without an over allotment option to Qualified Institutional Buyers (”QIBs”) under Chapter XIII-A of the Guidelines or a combination of the foregoing (”Securities”), secured or unsecured, whether listed on any stock exchange Inside India or any international stock exchange outside India or unlisted, through an offer documents and / or prospectus and / or offer letter and / or offering circular, and / or information memorandum, and / or listing particulars, and / or on public and / or private / preferential placement basis such issue and allotment to be made at such time / times in one or more tranches for cash at such price or prices, in such manner, and, where necessary in consultation with the Book Running Lead Manager and / or other Advisors or otherwise or through the subsidiaries, including by way of the initial public offer in euro, US or other countries, so as to enable the Company to get listed at any stock exchanges in India and / or outside India on such terms and conditions as the Board in its sole discretion may at any lime or times hereafter decide, for an amount not exceeding US$ 20 million equivalent to one or more currencies inclusive of such premium as may be decided from time to time by the Board, subject to necessary provisions & approvals.

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