APR Constructions Limited - Saffron Capital

6. MODIFICATION OF RIGHTS
Whenever the capital, by reason of the issue of preference shares or otherwise, is divided into different classes of
Shares, all or any of the rights and privileges attached to each class may, subject to the provisions of Sections 106
and 107 of the Act, be modified, commuted, affected, abrogated, dealt with or varied with the consent in writing of
the holders of not less than three-fourth of the issued capital of that class or with the sanction of a Special
Resolution passed at a separate General Meeting of the holders of Shares of that class, and all the provisions
hereafter contained as to General Meeting shall mutatis mutandis apply to every such Meeting. This Article is not
to derogate from any power the Company would have if this Article was omitted.
The rights conferred upon the holders of the Shares (including preference shares, if any) of any class issued with
preferred or other rights or privileges shall, unless otherwise expressly provided by the terms of the issue of Shares of that
class, be deemed not to be modified, commuted, affected, dealt with or varied by the creation or issue of further Shares
ranking pari passu therewith.
7. REDUCTION OF CAPITAL
The Company may (subject to the provisions of Section 78, 80 and 100 to 105, both inclusive, and other applicable
provisions, if any, of the Act) from time to time by Special Resolution reduce its capital or any Capital Redemption
Reserve Account or Security Premium Account in any manner for the time being authorized by law and in particular
capital maybe paid off on the footing that it may be called upon again or otherwise.This Article is not be derogated
from any power the company would have, if it were omitted.
8. SUB-DIVISION, CONSOLIDATION AND CANCELATION OF SHARES
Subject to the provisions of Section 94 of the Act, the Company in general meeting may, from time to time,
consolidate all or any of its shares, or any of them into shares of smaller amount than is fixed by the memorandum
and the resolution whereby any shares is sub-divided, may determine that, as between the holders of the Shares
resulting from sub-division one or more of such shares shall have some preference of special advantage as regards
dividend, capital or otherwise over or as compared with the other or other.Subject to as aforesaid the company in
general meeting may also cancel shares which have not been taken or agreed to be taken by any person and diminish
the amount of its share capital by the amount of the shares so cancelled.
9. APPLICATION OF PREMIUM RECEIVED ON SHARES
1) where the Company issues Shares at a premium whether for cash or otherwise, a sum equal to the aggregate
amount or value of the premium on these Shares shall be transferred to an account, to be called "the security
premium account" and the provisions of the Act relating to the reduction of the share capital of the Company shall
except as provided in this Article, apply as if the security premium account were paid up share capital of the
Company.
2) The security premium account may, notwithstanding anything in clause (I) thereof be applied by the Company:
(a) In paying up unissued Shares of the Company, to be issued to the Members of the Company as fully paid bonus;
(b) In writing off the preliminary expenses of the Company;
(c) In writing off the expenses of or the commission paid or discount allowed or any issue of Shares or debentures of
the Company; or
(d) In providing for the premium payable on the redemption of any redeemable preference shares or of any debentures
of the Company.
10. SHARES AT A DISCOUNT
The Company may issue at a discount Shares in the Company of a class already issued, if the following conditions
are fulfilled, namely:
(a) The issue of the Shares at discount is authorised by resolution passed by the Company in the General
Meeting and sanctioned by the Company Law Board;
(b) The resolution specifies the maximum rate of discount (not exceeding ten percent or such higher percentage
as the Company Law Board may permit in any special case) at which the Shares are to be issued; and
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