EPC Industrie Ltd has informed BSE that the Board of Directors of the Company at its meeting held on February 09, 2011, has
1. entering into a Share Subscription and a Shareholders' Agreement with Mahindra & Mahindra Ltd ("M&M") the Promoters of the Company and others.
2. Issuance of 65,58,065 fully paid-up Equity Shares of the face value Rs 10 each to M&M, on a preferential basis, at a price of Rs 66.10 per share, constituting 38% of the enhanced share capital of the Company. The proposed issue is in accordance with sec 81(1A) of the Companies Act, 1956 and the Regulations prescribed under Chapter VII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009.
3. Adoption of new set of Articles of Association in supersession and substitution of the existing Articles of Association of the Company.
4. To convene an Extraordinary General Meeting of the Company on March 09, 2011 for seeking the consent of the Members for the above preferential issue of shares and adopting new set of Articles of Association of the Company.
The proposed preferential issue accompanied with change in control of the Company will trigger the provisions of Chapter III of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 ("Takeover Code"). M&M would be making an Open Offer under the Takeover Code to the shareholders of the Company for 20% of the enhanced share capital of the Company as per the terms of Takeover Code.
Upon completion of preferential allotment and open offer, M&M would be acquiring management and control of the Company and would be classified as Promoter of the Company and the existing Promoters would be classified as public shareholders.Read More
Sensex
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Wednesday, February 09, 2011
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