Hanung Toys and Textiles Ltd

Hanung Toys and Textiles Limited has informed the Exchange that pursuant to special resolution passed through postal ballot by the shareholders under section 81 (1A) of the Companies Act 1956, for preferential issue of equity shares as per SEBI ICDR Guidelines 2009, Board of Directors of the Company has allotted 13,90,850 equity shares in their meeting held on March 01, 2013, to promoter group as mentioned below at a price of Rs. 169.32 per equity shares calculated in accordance with the SEBI ICDR Guidelines, 2009: (a). 6,02,400 equity shares allotted to M/s. Glofin Investment and Finance Co. Pvt. Ltd. (b). 4,93,150 equity shares allotted to M/s C. K. Software Pvt. Ltd. (c). 2,95,300 equity shares allotted to M/s. Hanung Infra and Power Ltd.

Hanung Toys and Textiles Limited has submitted to the Exchange a copy of minutes of the proceedings relating to declaration of the result on the voting by postal ballot of the Company held on February 14, 2013.

Hanung Toys And Textiles Limited has submitted to the Exchange a copy of notice pursuant to Section 192A(2) of the Companies Act, 1956 read with the Companies (Passing of the Resolution by Postal Ballot) Rules, 2011.

Hanung Toys And Textiles Limited has informed the Exchange that the Board of Directors of the Company at its meeting held on January 07, 2013, has decided to issue 30,00,000 (Thirty Lacs) equity shares as preferential allotment to promoter group as per SEBI Guidelines. The shareholders approval for the said preferential allotment of equity share would be through postal ballot as per section 192A of the Companies Act 1956.

IDBI Trusteeship Services Ltd has submitted to the Exchange vide its letter dated January 01, 2013 a copy of disclosure under Regulation 29(1)/29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Toys And Textiles Limited has submitted to the Exchange a copy of the Minutes of the Proceedings of the Annual General Meeting of the Members of the Company held on September 17, 2012.

Hanung Toys And Textiles Limited has informed the Exchange regarding the outcome of the Annual General Meeting of the Company held on September 17, 2012.

Hanung Toys And Textiles Limited has informed the Exchange that the Board of Directors, at its meeting held on August 20, 2012, has recommended a dividend of 20% i.e. Rs.2/- per share for the financial year ended March 31, 2012 subject to approval of members of the Company at the ensuing Annual General Meeting (AGM).

Hanung Toys And Textiles Limited has informed the Exchange that Mr. Sanjiv Pandiya C.E.O of the company has resigned from the Company due to suffering from various ailments and poor health. The Board of Directors has accepted his resignation at their meeting held on August 20, 2012.

Glofin Investment and Finance Co. Pvt Ltd has submitted to the Exchange vide its letter dated March 30, 2012 a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Infra and Power Limited has submitted to the Exchange vide its letter dated March 01, 2012 a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 with Acquisition of 10000 of Hanung Toys & Textiles Limited.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 with respect to acquisition of 10000 shares of Hanung Toys and Textiles Limited.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011 with respect to acquisition of 33307 shares of Hanung Toys and Textiles Limited.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Glofin Investment and Finance Co. Pvt. Ltd. has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Glofin Investment and Finance Co. Pvt. Ltd. has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Hanung Infra and Power Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011.

Glofin Investment and Finance Company Private Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of the SEBI (Substantial Acquisition Of Shares And Takeovers) Regulations, 2011.

Glofin Investment and Finance Company Private Limited has submitted to the Exchange a copy of disclosure under Regulation 29(2) of the SEBI (Substantial Acquisition Of Shares And Takeovers) Regulations, 2011.

Hanung Toys And Textiles Limited has informed the Exchange that Hanung Toys & Textiles Ltd. has allotted 12,50,000 warrants on a Preferential basis, to a Promoter Group, as per the terms of issue of these warrants, upon payment of Exercise Price of Rs. 245.73 per warrant, as reduced by the 25% upfront money paid at the time of allotment of warrants, the warrant holders were entitled to apply for and allotment of One Equity Share of par value of Rs. 10 each against each warrant held. The last date for the exercise of the conversion right of the Warrant holder was December 06, 2011 (within 18 months from the date of their allotment). It is further stated that the Warrant Holders (Promoter Group Entities) have not exercised their option to convert the aforesaid 12,50,000 warrants into Equity shares of the Company. Therefore the amount of Rs. 7,67,90,625/- being the initial 25% of the total consideration of Rs. 30,71,62,500/- received by the Company has been forfeited.

Hanung Toys And Textiles Limited has submitted to the Exchange a copy of the Minutes of the Annual General Meeting of the company held on September 24, 2011.

Hanung Toys And Textiles Limited has informed the Exchange regarding Outcome of Annual General Meeting held on September 24, 2011.

Hanung Toys And Textiles Limited has informed the Exchange that the Register of Members and the Share Transfer Books of the Company will remain closed from September 20, 2011 to September 24, 2011 (both days inclusive) for the purpose of payment of dividend & Annual General Meeting (AGM) of the Company to be held on September 24, 2011.

Hanung Toys And Textiles Limited has informed the Exchange that Mr. Sanjeev Pandiya has been appointed as Chief Executive Officer of the Company w.e.f July 02, 2011.

Hanung Toys And Textiles Limited has informed the Exchange that the Issue Committee of the Board of Directors of the Company at its meeting held on May 06, 2011 has decided to defer its GDR Issue due to the current volatility in India securities market and also due to the current share price of the Company being lower than the floor price determined as per the regulatory guidelines. The Board of Directors/the Issue Committee would review the situation in future and decide on the date on which to reopen the GDR Issue as well as other terms and conditions associated therewith.

Hanung Toys And Textiles Limited has informed the Exchange that the Issue Committee of the Board of Directors of the Company at its meeting held on April 18, 2011 has decided to issue 6,400,000 Global Depositary Receipts at an Issue price of US$ 5 per Global Depositary Receipt representing 6,400,000 equity shares with par value of Rs. 10 each, subject to an over allotment option of up to additional 960,000 Global Depositary Receipts represented by equivalent number of equity shares. The Company opens its GDR issue for subscription on April 18, 2011 and will be closed on April 27, 2011 or as soon as the issue is fully subscribed.

Hanung Toys And Textiles Limited has informed the Exchange that the Company has acquired a controlling stake in M/s Cody Direct Corp., a company incorporated under the US laws.

Hanung Toys And Textiles Limited has informed the Exchange that a meeting of the Board of Directors of the Company was held on December 11, 2010, inter alia, to consider and approve the buy-back of its own shares by the Company in accordance with the provisions of the Companies Act, 1956 and the SEBI Regulations. The Board considered the matter regarding the buy- back of its own shares by the Company in the meeting and after due consideration the Board resolved that at present the company should not buy-back its own shares due to the following reasons: (1) That as per the Articles of Association of the Company, permission of the shareholders would be required for buy-back; (2) That after the approval of the shareholders, the Company will have to move an application to SEBI seeking exemption from the provisions of the Takeover Code; (3) That it would take a minimum of 6-7 months to complete the process of buy-back. After that for a period of next six months the Company cannot raise any fresh share capital. Thus, effectively the Company would not be able to raise fresh share capital for at least one year from now; (4) To meet the growing demand for its products, the Company is expanding its capacities. Apart from organic growth, the Company is also looking at opportunities for inorganic growth; (5) Therefore, the buy-back of shares at present would be in conflict with the expansion plans of the Company. Rather, it may hamper the growth of the Company, which would not be in the interest of all the stakeholders. Due to these reasons, the Board was of the considered opinion that at present the Company should not buy-back its own shares keeping in view the Company`s expansion and growth plans.

Hanung Toys And Textiles Limited has informed the Exchange that the members at the Annual General Meeting of the Company held on July 26, 2010, interalia have accorded to the following :- (1) Adoption of audited Balance Sheet of the Company as at March 31, 2010 and Profit and Loss Accounts for the year ended March 31, 2010 along with Director's Report and Auditor's Report thereon; (2) Declared dividend of Rs.2.00 per equity Shares of Rs.10.00 (Rupees Ten Only) each for the year 2009-2010; (3) Re-appointment of Shri Ashwani Kumar Singla, as a Director of the Company, liable to retire by rotation; (4) Re-appointment of Shri Chander Shekher Batra, as a Director of the Company, liable to retire by rotation; (5) Re-appointment of M/s. Rohtas & Hans, Chartered Accountants, as the Auditors of the Company to hold office from the conclusion of this Annual General Meeting, until the conclusion of next Annual General Meeting of the Company; (6) Appointment of Col. Surinder Kumar Jain, as a Director of the Company, liable to retire by rotation.

Hanung Toys And Textiles Limited has informed the Exchange that the Register of Members and Share Transfer Books of the Company will remain closed from July 13, 2010 to July 16, 2010 (both days inclusive) for the purpose of payment of dividend and Annual General Meeting of the Company to be held on July 26, 2010.

Hanung Toys And Textiles Limited has informed the Exchange that the Board of Directors, at its meeting held on July 01, 2010, has recommended a dividend of Rs.2.00 per equity share of Rs. 10/- each (20%).

Hanung Toys And Textiles Limited has informed the Exchange that the Board of Directors of Hanung Toys & Textiles Limited at their meeting held on June 08, 2010 has allotted 12,50,000 Convertible Warrants at Rs.245.73 per Warrant to the following entities : (1) Name of Allottee : C.K. Software Private Limited, No. of Convertible Warrants Allotted : 4,00,000; (2) Name of Allottee : Abhinav International Private Limited, No. of Convertible Warrants Allotted : 4,50,000; (3) Name of Allottee : Parneet Softech Private Limited, No. of Convertible Warrants Allotted : 4,00,000.

Hanung Toys And Textiles Limited has informed the Exchange that the Members of the Company at the Extra Ordinary General Meeting held on May 24, 2010 have duly approved all the businesses as specified in the notice convening the meeting through Special Resolution viz: (1) Approval of the Preferential Allotment of 12,50,000 warrants convertible into equivalent number of equity shares of Rs. 10/- each (hereinafter referred to as "Convertible Warrants"), at a premium calculated in accordance with the SEBI ICDR Regulations and other relevant guidelines/regulations as may be applicable; (2) Approval of the Proposed Qualified Institutional Placement to Qualified Institutional under chapter VIII of the SEBI ICDR regulations, 2009, as amended for the amount not exceeding Rs. 250 crores or equivalent thereof.

Hanung Toys And Textiles Limited has submitted to the Exchange a copy of the notice of the Extraordinary General Meeting of the members of the Company scheduled to be held on May 24, 2010.