Gujarat Foils Ltd has informed BSE that a meeting of the Board of Directors of the Company will be held on July 14, 2008, inter alia, to consider the following:
1. Appointment of Shri. Abhay Lodha, Shri. Vimal Somani and Shri. Pradeep Saxena as additional directors of the Company.
2. Resignation of Shri. Praduman Kumar as director of the Company.
Axis Bank Ltd (”Manager to the Offer”) on behalf of Mr Abhay Lodha, Mr Ashwin Lodha & Akshata Mercantile Pvt Ltd (”Acquirers”) & Mrs Sheela Lodha, Mrs Mona Lodha, Mr Prasanna Lodha, Mrs Kusum Lodha, Mr Surendra Lodha, Mrs Sharmishtha Lodha, Mr Vimal Kumar Somani, Mr Rajesh Kumar Jain, Rockdude Financial Services Pvt Ltd, Akshata Realtors Pvt Ltd, Netra Mercantile Pvt Ltd, Deep Star Alloys & Steel Pvt Ltd, Poscho Steel Pvt Ltd, Phoenix Realtors Pvt Ltd & Riya Real Estate Pvt Ltd (”PACs”) has issued this Corrigendum to the Public Announcement to the shareholders of Gujarat Foils Ltd (”Target Company”), which is in continuation of & should be read in conjunction with the Public Announcement (”PA”) dated April 15, 2008 & Corrigendum to the PA dated May 30, 2008, pursuant to and in compliance with Regulations 10, 12 and other applicable provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 and subsequent amendments thereto.
The shareholders of the Target Company are requested to note the following revisions / additions.
As announced in the Corrigendum dated May 30, 2008, the letter of offer was scheduled to be dispatched to the shareholders by (Friday) June 06, 2008. There has been some delay & letter of offer has not been dispatched as scheduled. The revised schedule of activities (including the date of dispatch of letter of offer) shall be announced to the shareholders by way another corrigendum in due course.
Terms used but not defined in this Corrigendum shall have the same meaning assigned to them in the PA.
Axis Bank Ltd (”Manager to the Offer”) on behalf of Mr Abhay Lodha, Mr Ashwin Lodha & Akshata Mercantile Pvt Ltd (”Acquirers”) & Mrs Sheela Lodha, Mrs Mona Lodha, Mr Prasanna Lodha, Mrs Kusum Lodha, Mr Surendra Lodha, Mrs Sharmishtha Lodha, Mr Vimal Kumar Somani, Mr Rajesh Kumar Jain, Rockdude Financial Services Pvt Ltd, Akshata Realtors Pvt Ltd, Netra Mercantile Pvt Ltd, Deep Star Alloys & Steel Pvt Ltd, Poscho Steel Pvt Ltd, Phoenix Realtors Pvt Ltd & Riya Real Estate Pvt Ltd (”PACs”) has issued this Corrigendum to the Public Announcement to the shareholders of Gujarat Foils Ltd (”Target Company”), which is in continuation of & should be read in conjunction with the Public Announcement (”PA”) dated April 15, 2008, pursuant to and in compliance with Regulations 10, 12 and other applicable provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 and subsequent amendments thereto.
The equity shareholders of Target Company are requested to note the following additions / revisions:
Under para VIII
All the references to ‘Original Schedule’ in the original public announcement shall now be as per the ‘Revised Schedule’ given herein below and should be read accordingly.
------------------------------------------------------------------------------------------ Activity Original Schedule Revised Schedule ------------------------------------------------------------------------------------------ Specified Date May 02, 2008 May 02, 2008 Date of Opening of the Offer June 10, 2008 June 17, 2008 Date of Closing of the Offer June 30, 2008 July 07, 2008 ------------------------------------------------------------------------------------------Terms used but not defined in this Corrigendum shall have the same meaning assigned to them in the PA
Gujarat Foils Ltd has informed BSE that the Promoter of the Company Mr. Pramod Kumar Jain has entered into a Share Purchase Agreement (SPA) and Escrow Agreement dated April 09, 2008 for the sale and transfer of 14,57,982 equity shares of the Company owned and held by him to purchasers - Mr. Abhay Lodha, Mr. Ashwin Lodha, Akshata Merchantile Pvt Ltd, Mrs. Sheela Abhav Lodha, Mrs. Mona Ashwin Lodha, Mr. Prasanna Champalal Lodha, Mrs. Kusum Prasanna Lodha, Mr. Surendra Champalal Lodha, Mrs. Sharmishtha Surendra Lodha, Mr. Vimal Kumar Somani, Mr. Rajesh Kumar Jain, Rockdude Financial Services Pvt Ltd, Akshata Realtors Pvt Ltd, Netra Merchantile Pvt Ltd, Deepstar Allots & Steel Pvt Ltd, Poshco Steel Pvt, Ltd, Phoenix Realtors Pvt Ltd and Riya Real Estate Pvt Ltd at price of Rs 144/- per share. The sale and transfer of the aforesaid 14,57,982 equity shares shall be acted upon by the parties in accordance with the provisions of the Share Purchase Agreement and Escrow Agreement after the closure of the public offer by the purchasers in accordance with the SEBI (Substantial Acquisition of Shares & Takeover) Regulations, 1997 and other applicable laws regulations.
The Promoter has further agreed that upon closing of the public offer and in accordance with the provisions of the Share Purchase Agreement and Escrow Agreement he shall step down as promoter of the Company be treated as a public shareholder of the Company and the aforesaid purchasers shall be the promoters of the Company and have management control of the Company.
Gujarat Foils Ltd has informed BSE that the Board of Directors of the Company at its meeting held on April 09, 2008, inter alia, has considered and taken on records:
1. Re issue of 32,63,140 forfeited shares @ Rs 35/- per share to Shri. Abhay Lodha, Shri. Ashwin Lodha and their associates.
2. Change in management as a consequential there of.
Gujarat Foils Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on February 11, 2008, inter alia, have unanimously passed the resolution for Reissue of forfeited shares, as per the Notice of EGM.
Gujarat Foils Ltd has informed BSE that a meeting of the Board of Directors of the Company will be held on February 18, 2008, inter alia, to consider the following:
1. The appointment of the Additional Directors to Broad base the Board.
2. Re-issue the forfeited shares subject to approval of the Resolution to be passed at the Extra Ordinary Meeting scheduled on February 11, 2008.
3. To consider and take on record the reconciliation of the Share Accounting Records with that of the Financial Accounts and the consequential steps to be taken thereon.