California Software Company Ltd has announced that the members at the Extra Ordinary General Meeting (EGM) of the Company held on October 16, 2006, inter alia, have approved the following:
1. Authority to the Board of Directors to offer, issue & allot 5,55,556 equity shares of Rs 10/- each for cash on preferential allotment basis to 4 promoter shareholders of M/s Intatech Infosolutions Pvt Ltd at the price of Rs 90/- per share (including a premium of Rs 90/- per share) which is marginally in excess of the price calculated as per SEBI (Disclosure and Investor Protection) Guidelines on Preferential Issue and that the Board to be and is hereby authorised to finalise all matters incidental thereto as it may in its absolute discretion think fit, in accordance with all applicable laws, rules and regulations for the time being in force in that behalf, subject to necessary provisions & approvals.
2. Authority to the Board to create, issue and allot 94,50,000 Zero percent, Fully convertible debentures ("FCDs") of Rs 10/- each for cash on a preferential basis to Kemoil Ltd, Hongkong and/or associates or their nominees, shall be converted 94,50,000 Equity shares of the Company in three tranches over a maximum period of 18 months from the date of allotment, on the basis of Nine FCDs of Rs 10/- each being converted into One Equity Share of Rs 10/- each at a price of Rs 90/- (including a premium of Rs 80/- ). The Conversion price of Rs 90/- per Equity Share is marginally in excess of the price Calculated as per SEBI (Disclosure and Investor Protection) Guidelines on Preferential Issue, subject to necessary provisions & approvals.