BAG Films seeks EGM approval for preferential issue

BAG Films Ltd has announced that an Extra Ordinary General Meeting (EGM) of the members of the Company will be held on February 13, 2007, inter alia, to transact the following business:

1. To offer, issue and allot upto 2,02,50,000 Equity Shares on preferential basis, of Rs 2/- each at a price of Rs 13/- per share, for cash (inclusive of Premium of Rs 11/- per share) to Mr. Sameer Gehlaut (Non Promoter), being the price which is in accordance with the SEBI (Disclosure and Investor Protection) Guidelines, 2000 for preferential issues aggregating to Rs 263,250,000, subject to necessary provisions & conditions.

2. To create, offer, issue and allot upto 10,000,000 Equity Warrants on preferential basis carrying an entitlement to subscribe to 10,000,000 Equity Shares of Rs 2/- each at a price of Rs 13/- per share ("Conversion Price" including a Premium of Rs 11/- per Share) by conversion of one Warrant into one equity share to Anu Films & Communications Pvt Ltd., being the price which is in accordance with the SEBI guidelines for preferential issues, subject to necessary provisions & conditions.

3. (a) To create, offer issue and allot in one or more trenches under the said proposed ESOP Scheme at any time to or for the benefit of employees and Directors of the Company Such number of equity shares and / or equity linked instruments including options and / or any other instrument including options and / or any other instrument or securities which could give rise to the issue of equity shares (Securities) of the Company initially not exceeding 10,000,000 Equity Shares of the Company at Rs 13/-(Equity Options on ESOP scheme at a premium of Rs 11/- per share) or such price and on such terms and conditions as may be fixed or determined by the Board in accordance with the Guidelines or other applicable provisions of law as may be prevailing at that time, subject to necessary provisions & approvals.

(b) To extend the benefit of said BAG ESOP Scheme referred to in Resolution under Item No 3 (a) mentioned above to the employees and Directors of the Subsidiary Companies and / or to such other persons, as may from time to time be allowed under the prevailing laws, rules and regulations, and / or amendments thereto from time to time on such terms and conditions as may be decided by the Board, subject to necessary provisions & approvals.

Source : Equity Bulls

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