22Mar03-22-2024$Allotment of Equity Shares Allotment of Equity Shares
Inter alia, approved: - 1.Increase in Authorised Share Capital: The board has approved the increase in authorized share capital from Rs. 34,00,00,000/- (Rupees Thirty Four Crores) divided into 3,40,00,000 (Three crore and Forty lakh shares) equity shares of Rs. 10/- (Rupees Ten) each to Rs. 49,00,00,000/- (Rupees Forty Nine Crores) divided into 4,90,00,000 (Four crore and Nine lakh shares) equity shares of Rs. 10/- (Rupees Ten) each. 2.Approved the alteration of Memorandum of Association to substitute the existing Clause V with the new Clause V; 3.Approved the alteration of Articles of Association to substitute the existing Clause ?The Authorized Share Capital of the Company is Rs 34,00,00,000/- (Rupees Thirty Four Crores) divided into 3,40,00,000 (Three crore and Forty lakh shares) equity shares of Rs 10/- (Rupees Ten) each? with the new Clause: The Authorized Share Capital of the Company is Rs 49,00, 00,000/- (Rupees Forty Nine Crores) divided into 4,90,00,000 (Four crore and Nine lakh shares) equity shares of Rs 10/- (Rupees Ten) each. 4.Addition in Article of Association: The Board of Directors has recommended the addition of a new clause to our articles of association pertaining to the approval of bonus shares. The proposed clause is as follows: "Bonus Shares: The Board of Directors shall have the authority to recommend the issuance of bonus shares, splitting of shares as and when required in the best interests of the company. Such approvals shall be subject to subsequent ratification by the sharcholders during a general meeting." 5.Ratification/ Approval of Related Party Transactions: The Board of Directors, on the recommendation of Audit Committee has ratified and approved the Related Party Transactions undertaken with the Promoters and members of Promoter Group during the Financial Year 2023 and Financial Year 2024 in compliance with the requirements of Section 188 of the Companies Act, 2013 and rules made there under and any subsequent amendments thereto and the Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015 as amended from time to time ("SEBI Listing Regulations"), and such other regulatory provisions, as may be applicable. Such approvals shall be subject to subsequent ratification by the shareholders during a general meeting. 6.Approval of Material Related Party Transactions: The Board of Directors on the recommendation of Audit Comnmittee have approved specific transaction(s)/ contract(s)/ arrangement(s)/ agreement(s) (whether by way of an individual transaction or otherwise) proposed to be entered into with its Promoters and members of Promoter Group, during the financial year 2024-25, notwithstanding the fact that the aggregate value of all these transaction(s), whether undertaken directly by the Company, may exceed the prescribed thresholds as per provisions of the SEBI Listing Regulations as applicable from time to time, in order to ensure timely identification, approval, disclosure and reporting of transactions between the Company and any of its Related Parties. Such approvals shall be subject to subsequent ratification by the sharcholders during a general meeting. 7. Approval of Postal Ballot Notice: The Board of Directors has approved the draft postal ballot notice pursuant to Section 110 of the Companies Act, 2013 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with the Companies (Management and Administration) Rules, 2014 and pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as required to be sent to the Shareholders of the Company. The Postal Ballot Meeting shall be convened for seeking consent of members of the company for the following items of special business: a) Increase in Authorised Share Capital b) Approval for amendment to Clause V of the MoA; c) Approval for addition in Article of Association; d) Ratification/ Approval of Related Party Transactions undertaken during the Financial Year 2023 and Financial Year 2024; and e) Approval of Material Related Party Transactions proposed to be undertaken during the financial year 2024-25. 8.Appointment of the Scrutinizer: The Board of Directors has approved the Appointment of M/s. Amit R. Dadheech & Associates, Company Secretaries, to act as Scrutinizer for conducting the Postal Ballot/Remote E- voting process in fair and transparent manner.
Inter alia, approved: - 1.Increase in Authorised Share Capital..