|
|
 |
| |  |  | | | | | I The information below is provided to the Company’s investors under Rule26 of the AIM Rules | | | | | | | 1. | Country of the Company’s Incorporation and Operation | | | NTBCL is a public listed company, incorporated in Uttar Pradesh, India, in 1996 and at present operates only in India. | | 2. | Unaudited Financial Results in Clause 41 format of the Listing Agreement signed with the Indian Stock Exchanges, for the quarter ended June 30, 2008 can be viewed here. | | 3. | Board of Directors | | | The composition of the Board of Directors of the Company as on April 22,2008, alongwith brief biographical details of its members is available here. | | 4. | Statement on the rights of shareholders | | | Since NTBCL is incorporated in India, the rights of shareholders may be different from the rights of shareholders in a UK incorporated company. | | 5. | Constitutional Documents of the Company | | | Noida Toll Bridge Company Limited was incorporated in India on April 8, 1996, under the Indian Companies Act,1956, as a public company limited by shares, bearing registration number 20- 19759.The Company is registered with the Registrar of Companies, Uttar Pradesh & Uttaranchal, Kanpur, India. Constitutional documents of the Company viz Memorandum and Articles of Association can be viewed here. | | 6. | Listing on Stock Exchanges and Stock Code | | | The Company’s Equity Shares and Deep Discount Bonds are listed and traded on the following Stock Exchanges: The National Stock Exchange of India Limited. Exchange Plaza, 5th Floor, Plot No. C/1 G Block, Bandra Kurla Complex, Bandra (E) Mumbai 400 051 Tel: 022- 26598100 Fax: 022-26598237/38 Web Site: www.nseindia.com Stock Codes: Equity Shares EQ Deep Discount Bonds N2 | The Bombay Stock Exchange Limited 1st Floor, New Trading Ring, Rotunda Bldg. P J Towers, Dalal Street, Fort, Mumbai 400 001 Tel: 022- 22721233/22721234 Fax: 022-22721072 / 22722061 Web Site: www.bseindia.com Stock Codes: Equity Shares 532481 Deep Discount Bonds 912453 | The Uttar Pradesh Stock Exchange Assn. Ltd. Padam Towers, 14/113 Civil Lines, Kanpur 208001 Tel: 0512-2338115/2338074 Fax: 0512-2338175/2338220 The Equity Shares of the Company have been de-listed from the Uttar Pradesh Stock Exchange with effect from October 20, 2005. The Deep Discount Bonds are listed with the Uttar Pradesh Stock Exchange. No stock code has been assigned. | London Stock Exchange plc 10 Paternoster Square London EC4M 7LS Stock Code: NTBC Web Site: www.londonstockexchange.com Tel: + 44(0) 2077971000 With effect from March 21, 2006 the GDRs of the Company have been listed on the Alternative Investment Market of the London Stock Exchange plc. | | | | | | 7. | Details on AIM securities | | | - The total issued and subscribed Equity Capital of the Company is Rs. 186,19,50,020/- (18,61,95,002 Equity shares of Rs. 10/- each). As on June 30, 2008 there are 96,06,910 Equity Shares and 19,21,382 GDRs ( representing 96,06,910 underlying equity shares) . These GDRs are listed on AIM. The Equity Shares of the Company are not listed on AIM
- The Company had issued 1,24,99,999 Global Depository Receipts (GDRs) (including the Green Shoe Option of 11,36,363 GDRs) each representing 5 underlying ordinary shares of Rs. 10 each), in March/April 2006. As on June 30, 2008, there were 19,21,382 GDRs outstanding, representing 96,06,910 underlying equity shares.
- None of the Company’s shares are held as treasury shares.
- Percentage of AIM securities not in public hands: Not Available.
- A statement showing details of Equity Shares held by the Promoter/Promoter Group is given below :
-
| Name of the Shareholder | Number of Shares | Shares as a percentage to total Equity Share Capital | | IL&FS Transportation Networks Limited | 4,71,95,007 | 25.35% | | Infrastructure Leasing & Financial Services Limited | 19,00,000 | 1.02% | | Total | 4,90,95,007 | 26.37% | - Identity of significant shareholders of AIM securities: Not Available
- Shareholders holding more than 1% of the Company’s Equity Capital is given below :
-
| S. No. | Name of the Shareholder | Number of Shares held | Shares as a percentage to total Equity Share Capital | | 1. | IL&FS Transportation Networks Limited. | 4,71,95,007 | 25.35% | | 2. | HSBC Global Investment Mauritius Ltd.- GDR | 1,38,90,000 | 7.46% | | 3. | New Okhla Industrial Development Authority | 1,00,00,000 | 5.37% | | 4. | Life Insurance Corporation of India | 83,50,580 | 4.48% | | 5. | City Group Global Markets Private Limited | 78,00,553 | 4.19% | | 6. | Credit Suisee (Singapore) Limited | 55,68,016 | 2.99% | | 7. | Merill Lynch Capital Markets Espana S.A. S.V. | 34,27,437 | 1.84% | | 8. | HSBC Global Investment Funds A/ C- HSBC Globalinvest | 25,11,138 | 1.35% | | 9. | ICICI Lombard General Insurance Company Limited | 22,00,000 | 1.18% | | 10. | Goldman Sachs Investments (Mauritius) I Ltd. | 21,06,000 | 1.13% | | 11. | IFCI Limited | 20,00,000 | 1.07% | | 12. | General Insurance Corporation of India Limited | 20,00,000 | 1.07% | | 13. | Infrastructure Leasing & Financial Services Limited | 19,00,000 | 1.02% | | | Total | 10,89,48,731 | 58.5% | | | 8. | Statement on restrictions on transfer of Shares | | | There are no general jurisdictional restrictions on the transfer of NTBCL shares. A Shareholder’s Agreement has, however been executed. The parties to the Agreement as on date are Infrastructure Leasing & Financial Services Limited, IL&FS Transportation Networks Limited, IFCI Limited and New Okhla Industrial Development Authority. There are inter-se restrictions on acquisition and sale of shares of NTBCL by Parties to this Agreement. | | 9. | Recent Annual Report and other quarterly/half yearly reports published since the last Annual Report | | | The Annual Report of the Company for the FY 2007- 08 can be accessed here. Other financial results of the Company, published since the last Annual Report can be viewed here: - Unaudited Results (prepared under Indian GAAP, as per the Indian Stock Exchange Listing Agreement format)
- Financial Results for the quarter ended June 30, 2006.
- Financial Results for the quarter ended June 30, 2007
- Financial results for the 6 month period ended September 30, 2007.
- Financial results for the 9 month period ended December, 31st ,2007
- Financial results for the quarter/year ended March 31, 2008
- Audited Results prepared under International Financial Reporting Standards (IFRS) for the six month period ended September 30, 2006.
- Audited Results prepared under International Financial Reporting Standards (IFRS) for the year ended March 31, 2007.
- Audited Results prepared under International Financial Reporting Standards (IFRS) for the six month period ended September 30, 2007.
- Audited financial results along with notes thereon,.for the year ended March 31, 2008, prepared as per International Financial Reporting Standards Interpertations Committee (IFRIC 12) for accounting for the Group Project Assets under Concession Agreements for the IL&FS Group Consolidated Financial Statements. Auditors' Report on these results can be viewed here
- Audited Annual accounts of the Company, both on a stand alone basis and consolidated with the Company's subsidiary ITNL Toll Management Services Limited, for the financial year ended March 31, 2008. Auditors' Report on the standalone accounts as well as the consolidated accounts can be viewed here
| | 10. | The notifications issued by the Company in the past 12 months can be viewed here. | | 11. | Admission document | | | The admission document of the Company vide which the Global Depository Receipts were issued in March 2006, can be viewed here. Please note that by clicking this link you acknowledge that: - The admission document provides general historical and background information about NTBCL, but is not part of an offer to buy or subscribe to shares.
- The admission document is no longer current and the information in it may no longer be accurate.
- You will not rely on the admission document when making a decision whether to buy or sell any securities. To the fullest extent allowed by law, NTBCL will not be liable for any loss you suffer if you rely on the information in the admission document.
- The distribution of the admission document in some jurisdictions may be restricted by law and you will observe any such restrictions and securities laws in the jurisdiction where you access the document.
| | 12. | Circulars or similar publications sent to shareholders within past 12 months can be viewed here. | | 13. | Contact Details of the Nominated and other key advisors with respect to the listing of the Company’s securities on AIM. | | | | Nominated Adviser : | Kripa Radhakrishnan / Seema Paterson Collins Stewart Europe Limited 8th Floor, 88 Wood Street, London EC2V 7QR. Tel : +44 (0) 207523 8350 Fax : +44 (0) 2075238134. | | Legal Advisers to the Company : | Luthra & Luthra, Law Offices 103 Ashoka Estate, Barakhamba Road, New Delhi -110 001, India. Tel : +91 11 23722300 Fax : +91 11 23723909. | | Statutory Auditors of the Company : | Luthra & Luthra, Chartered Accountants A – 16/9 Vasant Vihar, New Delhi – 110 057, India. Tel : +91 11 26145325 Fax : +91 11 26145222. | | | | | | | | | | | II Other information for the investors of Noida Toll Bridge Company Limited | | | | | 1. | Notice of the Annual General Meeting of the equity shareholders of the Company held on September 26, 2008 can be viewed here. | | | 2. | De-materialisation of securities and liquidity | | | | The Equity Shares and Deep Discount Bonds of the Company are in the list of scrips specified by SEBI to be compulsorily traded in the dematerialized form. The Company’s Deep Discount Bonds as well as the Equity Shares are available for trading in the depository systems of both National Securities Depository Ltd. (NSDL) and Central Depository Services (India) Ltd. (CDSL). The ISINs allotted to the Company are as follows: - Equity Shares : INE781B01015
- Deep Discount Bonds : INE781B11022 (post restructuring w.e.f February 21, 2006)
| | | 3. | Book Closure Dates | | | | For the purpose of the Annual General Meeting of the equity shareholders of the Company held on September 26, 2008, the Book Closure dates were September 20, 2008 to September 26, 2008 (inclusive of both the days). Annual Book Closure dates for the Deep Discount Bondholders of the Company were September 20, 2008 to September 26, 2008 (inclusive of both the days). | | | 4. | NTBCL's Share Price on various stock exchanges can be viewed hereunder: | | | | | | | 5. | Credit Rating | | | | Subsequent to the implementation of the Scheme of Arrangement, as approved by Honorable High Court of Allahabad, the Company has received a revised credit rating of A minus (A-) for the restructured Deep Discount Bonds (DDBs), from Credit Analysis & Research Limited (CARE). The Board of Directors of the company had, at their meeting held on July 19, 2006 accepted this rating. | | | 6. | Investor Contact | | | | Registrar and Transfer Agent Karvy Computershare Pvt. Ltd. (Cell:Noida Toll Bridge Co. Ltd) Karvy House 46 Avenue 4, Street # 1 Banjara Hills Hyderabad - 500 034 Phone : 040-2331 2454/ 23320251/ 751/ 752 Fax : 040-2331 1968/ 2332 3049 Compliance Officer Ms. Monisha Macedo Senior Vice President Noida Toll Bridge Company Ltd. Toll Plaza, DND Flyway Noida - 201 301 U.P. Phone : 91-95120-2516 438/ 447/ 456 Fax : 91-95120-2516440 E-mail : ntbcl@ntbcl.com Registered Office Address Noida Toll Bridge Company Ltd. Toll Plaza, DND Flyway Noida - 201 301 U.P. | | | | | | | This website was last updated on September 18, 2008 | | | | | | | | | |
|
|