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Prakash Industries - Updates on ensuing EGM on Apr 25, 2008

Prakash Industries Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on April 25, 2008, inter alia to transact the following business:

1. To increase the Authorised Capital of the Company from Rs 160,00,00,000 (Rupees One Hundred Sixty Crores Only) divided into 15,00,00,000 Equity Shares of Rs 10/- each and 10,00,000 Preference Shares of Rs 100/- each to Rs 170,00,00,000 (Rupees One Hundred Seventy Crores Only) divided into 15,00,00,000 Equity shares of Rs 10/- (Rupees Ten) each and 20,00,000 Preference Shares (Redeemable / Non- Redeemable / Convertible) of Rs 100/- (Rupees Hundred) each with the power to issue the new shares upon such terms and conditions and with such rights and privileges attached thereto as the Board determine, subject to such directions of the shareholders at the general meeting at the time of issues thereof and consequential amendments in the Memorandum of Association of the Company.

2. To borrow moneys whether rupee loans or foreign currency loans or other external commercial borrowings, from time to time, at their discretion together with the moneys already borrowed by the Company either from the Company’s Banker and / or any one or more persons or Financial Institutions or from any other Institutions or Funds or other Bodies, Authorities / Entities in India or abroad whether by way of cash credit, advance, loans or bills discounting, issue of Non-convertible Debentures / Fully Convertible Debentures / Partly Convertible Debentures with or without detachable or non-detachable warrants or warrants of any other kind, bonds, external commercial borrowings or other debt instruments, or otherwise and whether unsecured or secured by mortgage, charge, hypothecation, lien or pledge on the Company’s assets and properties whether moveable or immoveable or stock (including raw materials, stores, spare parts and components or stock in transit) and work-in-progress of the Company on such terms and conditions as may be considered suitable by the Board of Directors upto a limit of Rs 3000 crores (Rupees Three Thousand Crores Only) (including the money already borrowed by the Company apart from temporary loans obtained from the Company’s Bankers in the ordinary course of Business) or equivalent thereof in any foreign currency(ies) on such security and on such terms and conditions as the Board may deem fit, in excess of 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, subject to necessary provisions & approvals.

3. For investment of a sum not exceeding Rs 400 crores by way of purchase of Equity shares of Horizon Loha Udyog Ltd, to make it a subsidiary of the Company, not withstanding that such investment or such investment together with the Company’s existing investment in all other bodies corporate and the guarantees issued / to be issued by the Company shall be in excess of the limits prescribed under section 372A of the Act, subject to necessary provisions & approvals.

4. To offer, issue and allot in one or more tranches and upon such terms and conditions and in such manner as may be deemed appropriate by the Board not more than 16,00,000 (Sixteen Lacs) 0% Compulsory Convertible Preference Shares of Rs 100 each of the Company at a premium of Rs 2400 per preference share for consideration other than cash (i.e. in exchange of 5,70,000 nos. of Equity shares of Rs 10 each of Horizon Loha Udyog Ltd at a premium of Rs 7008 per share) to Promoters & their Associates of Horizon Loha Udyog Ltd which would be convertible into ten Equity Shares of Rs 10 each of the Company at a premium of Rs 240 per equity share for each CCPS, the said conversion to take place at any time within 18 months from the date of allotment of CCPS, subject to necessary provisions & approvals.

5. Re-appointment of Shri. V R Agarwal as the Chairman & Managing Director of the Company for a period of three years with effect from April 01, 2008 to March 31, 2011 on remuneration, terms & conditions.

6. Re-appointment of Shri. G L Mohta as Whole-time Director of the Company for a period of three years with effect from April 01, 2008 to March 31, 2011 on remuneration, terms & conditions.

7. Re-appointment of Shri. Vipul Agarwal as Whole-time Director of the Company for a period of three years with effect from April 01, 2008 to March 31, 2011 on remuneration, terms & conditions.

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