Network to allot warrants and CRPS

Network Ltd has announced that the Board of Directors of the Company at its meeting held on October 10, 2006, has considered the following:

1. Pursuant to special resolution passed by the members of the Company, the Board has allotted 16,00,000 Warrants to Ashok Sawhney & Sons HUF at a price of Rs 20/- on the terms and conditions, mentioned below. The Company has received an amount of Rs 32,00,000/- from Ashok Sawhney & Sons HUF with the application, equivalent to 10% of the total value.

Terms & Conditions attached to issuance of Warrants:

i. Warrant carrying rights to subscribe equal number of Equity Shares. The option to get converted into equity shares shall be exercised within a period of 18 months.

ii. The face value of Equity Shares shall be Rs 10/-.

iii. The Equity Shares shall be issued on Rs 20/- inclusive of a premium of Rs 10/- each.

iv. The aforesaid amount of Rs 32,00,000/- will be subsequently adjusted against the price payable for acquiring the shares by exercising the option and shall be forfeited if option to acquire shares not exercised.

v. The Equity Shares so allotted shall rank parri passu with the existing shares of the Company.

vi. The Equity Shares so allotted shall be listed and traded on the Stock Exchange along with existing equity shares of the Company.

vii. Warrant and the resultant shares shall be locked in for a period of three years from date of allotment of warrants.

viii. The Warrants shall have no voting or dividend rights attached to them.

2. The Creditor of the Company "San Share Shoppe Pvt Ltd." agreed to subscribe 0.01% Cumulative Optionally Convertible Preference Shares (OCPS) of Rs 100/- each in settlement of the liabilities of Rs 8,36,00,000. In terms of special resolution passed by the members of the Company and consent given by the Creditor of the Company, the Board has allotted 836000 OCPS of Rs 100/- to the Creditor of the Company, San Share Shoppe Pvt Ltd. on the following terms and conditions:

Terms & Conditions:

i. Each OCPS shall have the face value of Rs 100/- each.

ii. The OCPS shall carry a dividend @ 0.01% p.a. from the date of allotment of OCPS.

iii. Each OCPS is optionally convertible, into five equity shares of Rs 10/- each at premium of Rs 10/- each, within a period of 18 months from the date of allotment of OCPS.

iv. The Board of Directors of the Company may give one month's notice in writing to the OCPS holders to opt for conversion of OCPS into equity shares, within a period of 18 months from the date of allotment of OCPS.

v. Equity Shares so allotted shall rank parri passu with the existing shares of the Company.

vi. The Equity Shares so allotted shall be listed and traded on the Stock Exchange along with existing equity shares of the Company.

vii. OCPS in respect of which no notice for exercising option for conversion has been received by the Board within a period of seventeen months form the date of allotment, shall, after the period of eighteen months; without any act on the part of the registered holders and unless otherwise redeemed earlier, get settled by conversion into / allotment of Cumulative Redeemable Preference Shares (CRPS).

Viii. The day of the expiry of 18 months from the date of allotment of OCPS of Rs 100/- each shall be the deemed date of allotment of new CRPS.

ix. The new CRPS arising out of operation under clause vii above shall be redeemable in five equal installments starting from October 01, 2015.

x. The Board shall give one month's notice in writing for any redemption to the registered holders of CRPS.

Source : Equity Bulls

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