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Opto Circuits shares slip to 82-month low ahead of board recast

R. Yegya Narayanan
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Notice for today's postal ballot speaks only of voting on pref warrants to promoters

The stock of Opto Circuits (India) Ltd dipped to 82-month low on the exchanges on Wednesday and is quoting 80 per cent lower from its 52-week peak.

Opto Circuits (OCIL) , a Bangalore based company that develops and produces a range of medical devices, particularly relating to cardiac care, is planning to restructure the board.

In a communication to the stock exchanges, OCIL said its board of directors will meet on March 1 to recast the board. However, it is not clear what prompted the company to go for the board recast at a time when it is in the process of making preferential allotment of convertible warrants to the promoters at a steep premium to the current market price of the shares.

In fact, in the notice for the postal ballot seeking shareholders’ nod for the preferential allotment, the company had stated that the existing promoters would be in control of the company subsequent to the warrant allotment.

On Tuesday, the stock closed at Rs 48.10 on the NSE, against its 52-week of Rs 219. Intra-day it touched Rs 43.20, the level it last touched in April 2006. The counter registered a trading volume of 1.34 crore shares.

Promoters hold 28.17 per cent stake in the company at the end of December. While FIIs holding stands at 37.34 per cent, domestic institutional investors’ stake was at 1.75 per cent. Others, including retail investors, hold 32.74 per cent.

Agenda

The postal ballot mentioned that the board proposed to make preferential allotment of 20 lakh convertible share warrants to Vinod Ramnani, promoter and also its CMD.

Each of the warrant is convertible into one equity share at Rs 145 (including a premium of Rs 135) before 18 months from the date of allotment. The voting, both postal and e-voting, on the resolution is to end tomorrow (February 28).

There would be ‘no change in the management/ control of the company consequent to preferential allotment’ of equity shares to Vinod Ramnani and the ‘existing promoters/ management will continue to be in control of the company’, the notice for postal ballot had stated.

In this is context the company’s announcement that a meeting of the board of directors will be held on March 1 to “restructure the board” assumes significance as it comes a day after the postal/e-voting ends on making preferential warrants to promoters.

(This article was published on February 27, 2013)
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