Fortune Financial Services India Ltd ("Manager to the Buyback") on behalf of Goldiam International Ltd ("Target Company") has issued this Public Announcement ("PA") to the Shareholders / Beneficial Owners of the equity shares of the Target Company, pursuant to the provisions of Regulation 8(1) read with Regulation 15(c) of the Securities & Exchange Board of India (Buy Back of Securities) Regulations 1998, as amended and contains disclosures as specified in Schedule II to these Regulations.
The Target Company hereby announces the buy-back of its fully paid-up equity shares of the face value of Rs 10/- each ("equity shares") from the owners of equity Shares of the Company (the "Buy-back") from the Open Market through Stock Exchanges using the electronic trading facilities of the Bombay Stock Exchange Ltd ("BSE") and the National Stock Exchange of India Ltd ("NSE") ("the Stock Exchanges) pursuant to the provisions of Article 23A of the Articles of Association of the Company and in accordance with the provisions of Sections 77A, 77AA, 77B and all other applicable provisions if any, of the Companies Act, 1956 (the "Act") and the Securities & Exchange Board of India (Buy-back of Securities) Regulations, 1998 as amended (the "Buy-back Regulations") at a price not exceeding Rs 85 per equity share ("Maximum offer Price" / "Maximum Buy-back Price") payable in cash, for an aggregate amount not exceeding Rs 93,752,317 (Rupees Nine Crores Thirty Seven lakhs Fifty Two Thousand Three Hundred Seventeen only) ("Offer Size"). The Offer Size represents 5.50% of the aggregate of the Company's total paid-up equity share capital and free reserves of the Company as on March 31, 2007 (the date of the latest audited accounts).
The number of equity shares to be bought back would depend upon the average price paid for the equity shares bought back and the aggregate consideration paid for such equity shares bought back, subject to the maximum limit of Rs 5.50% of the total paid-up share capital and free reserves of the company. This is subject to further limit of 25% of the total paid up equity share capital of the Company in a financial year as stipulated in the Act. Moreover, the Board of Directors of the Company proposes to buy-back not more than 5.50% of the total paid up equity share capital of the Company i.e. 1,486,804 equity shares.
The buy-back of shares will be made at a maximum price of Rs 85/- which represents a premium of 52.34% to the closing price at BSE and 52.47% of the closing price at NSE on the date of the passing of the special resolution through Postal Ballot i.e. April 21, 2008.
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