6th-Sep-2010 09:59Source: BSE

Outcome of Board Meeting

Riverdale Foods Ltd has informed BSE that the Board of Directors of the Company at its meeting held on September 04, 2010, inter alia, the following significant matters were finalised, decided and or resolved: 1. The Rehabilitation Scheme sanctioned by the Hon''ble Board for Industrial and Financial Reconstruction (BIFR) in terms of its Order issued on July 02, 2010, was taken on record. The aforesaid Scheme, inter-alia, includes the following: (a) Reduction in face value of paid up capital of the Company by 50% from Rs. 10.00 per share to Rs. 5.00 per share; (b) Payment to Bank of India, the only secured creditor, of One Time Settlement amount of Rs. 325.00 Lacs; (c) Investment of Rs. 721.20 lacs by ANC Holdings LLC, Dubai, the Strategic Investor, by subscribing to 144,24,000 equity shares of Rs. 5.00 each. The Hon''ble BIFR has exempted the Company from the applicability of the provisions of section 81/ 81(1A) of the Companies Act, 1956, regarding further issue of shares to persons other than existing shareholders of the Company, in pursuance whereof the Strategic Investor, ANC Holdings LLC, Dubai, would be allotted shares upon remitting share application money for the same. 2. Appointment of Mr. Gulam Harianawalla as Managing Director of the Company, for a period of 1 (one) year, subject to approval of the shareholders of the Company; 3. Authentication of the annual results of the financial year ended March 31, 2008, and Directors Report thereon, to be forwarded to the Auditors of the Company; 4. Authentication of the annual results of the financial year ended March 31, 2009, and Directors Report thereon, to be forwarded to the Auditors of the Company; 5. Authentication of the annual results of the financial year ended March 31, 2010, and Directors Report thereon, to be forwarded to the Auditors of the Company; 6. Appointment of Mr. Tayeb Baker as additional director of the Company. Mr. Tayeb Baker was elected as Chairman of Board of Directors of the Company. 7. Appointment of Mr. Mahesh Sheregar as additional director of the Company. Mr. Mahesh Sheregar was elected as the Vice-Chairman of Board of Directors of the Company. 8. Appointment of Mr. Vivek Gupta & Mr. Densil Quadros as adthtional directors of the Company; 9. Appointment of Mr.Ambarish Chatterjee as alternate director of the Company in place of Mr. Tayeb Baker and Mr. Mahesh Sheregar; 10. Appointment of Mr. Anand Sharma as alternate director of the Company in place of Mr. Vivek Gupta and Mr. Densil Quadros; 11. Reclassify the share capital of the Company into equity shares of par value of Rs. 5.00 each and to increase the authorised share capital of the Company to Rs. 10.00 Crores divided into 2,00,00,000 equity shares of Rs. 5.00 each, and carry out the necessary changes in the Memorandum and Articles of Association of the Company. 12. Change in operations of existing bank account maintained with Bank of India, Pune; 13. Opening of new branch account with Yes Bank; 14. Shift in location of the registered office to the factory premises of the Company at Village Oxarde, Taluka Maval, District Pune 410506; 15. Reconstitution of Audit Committee, Share Transfer and Shareholders Grievance Committee & Remuneration Committee. 16. The notice issued by the Ministry of Corporate Affairs, New Delhi, for non filing of certain returns under the Companies Act, 1956, was considered and Mr. Anand Sharma and Mr. Amabarish Chatterjee were jointly and severally authorised to follow up and resolve the issue and the Managing Director was requested to provide the requisite professional guidance and assistance for proper resolution of the same. 16. Due to pendency in completion of records, the results for the quarter ended June 30, 2010, would be placed for consideration of the Board at the next meeting of the Board of Directors of the Company.