Raising of additional long term funds

Raising of additional long term funds

As you are aware, pursuant to Section 192(A) of the Companies Act, 1956, read with the Companies (passing of the resolution by postal ballot) Rules, 2001, the approval of the shareholders was sought by Postal Ballot for passing of the Special Resolution under Section 81(IA) of the Companies Act, 1956 for issue of up to 1,50,00,000 Ordinary Shares and up to 1,20,00,000 Warrants on Preferential Allotment Basis to the Promoter i.e. Tata Sons Limited.

The last date for receipt of the postal ballot forms, duly completed by the shareholders was 12th July 2010.

The Scrutinizer appointed by the Board has submitted her report on the Postal Ballot and the following results have been announced to the shareholders today, at the Registered Office of the Company :

The votes cast in favour of the Special Resolution are 98.91% of the total valid votes polled and consequently the Special Resolution as mentioned in the Notice dated 27th May 2010 has been passed by the requisite majority.

Subsequently, as part of the above fund raising and the authority granted by the Committee of Directors on 27th May 2010, Mr. H. M. Nerurkar, Managing Director of the Company has approved the proposal to offer on a preferential basis, the following Securities to the main promoter, viz. Tata Sons Ltd. in accordance with the provisions of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (SEBI ICDR Regulations 2009):

a) 1,50,00,000 - Ordinary Shares at a price of Rs. 594/- per share (which is as per SEBI's pricing formula) aggregating to Rs. 891 crores ; and

b) 1,20,00,000 - Warrants, where each Warrant would entitle Tata Sons Limited to subscribe to one Ordinary Share of the Company at a price of Rs. 594/- per share, within eighteen months from the date of allotment of Warrants. As per SEBI ICDR Regulations 2009, an amount equivalent to 25% of the price fixed as above i.e Rs. 148.50 per Warrant aggregating to Rs. 178.20 crores would be paid by Tata Sons Limited on allotment of the Warrants.

The allotment of Preferential Shares and Warrants will be completed within the prescribed period.