Shopper's Stop Limited - Securities and Exchange Board of India

(a) At an Extra Ordinary General Meeting held on February 26, 1999, a sub division of our Equity
Share capital was approved by our members resulting in each Equity Share of Rs.100/- being sub
divided into ten Equity Shares of Rs.10/- each and consequently the authorized share capital of our
Company was altered from Rs. 17.5 Million consisting of 0.175 Million Equity Shares of Rs.100/each
to Rs. 17.5 Million consisting of 1.75 Million Equity Shares of Rs.10/-each.
(b) At an Extra Ordinary General Meeting held on March 31, 2004, a sub division of Equity Shares
was approved by our members resulting in each Equity Share of Rs.10/-each being sub divided into
two equity shares of Rs.5/- each and consequently the authorized share capital of our Company was
altered from Rs. 400 Million consisting of 40 Million Equity Shares of Rs. 10 each to Rs.400 Million
consisting of 80 Million equity shares of Rs. 5/- each.
(c) At an Annual General Meeting held on July 30, 2004, consolidation of equity shares was approved
by our members resulting in two equity shares of Rs.5/-each being consolidated into one Equity
Share of Rs.10/- each and consequently the authorized share capital of our Company was altered
from Rs. 400 Million consisting of 80 Million equity shares of Rs. 5/- each to Rs.400 Million consisting
of 40 Million Equity Shares of Rs. 10/- each.
Notes to the Capital structure
1) Share Capital History of our Company
Date of
Allotment
Number
of Equity
Shares
as on
date of
allotment
Face
Value
( Rs.)
Issue
Price
(Rs.)
Number of
Equity
shares
post subdivision
of
the face
value into
Rs.10/- per
equity
Share
Number of
Equity
shares
post subdivision
of
the face
value into
Rs.10/- per
equity
Share(Cu
mulative)
20
Consideration
(only cash or
bonus)
Reasons for
Allotment
Cumulativ
e Paid-up
share
capital
( Rs. mn.)
Cumulative
Share
Premium
( Rs. mn.)
June16, 1997 10 100 100 100 100 Cash at Par Subscribers to 0.001 -
Memorandum
Association
of
October 25 ,
1997
74,990 100 100 ,749,900 750,000 Cash at Par Further Allotment 7.50 -
March 24,1999 16,750,00
0
10 10 16750,000 17,500,000 Cash at Par Further Allotment 175.00 -
August 24,
1999
5,000,000 10 15
5,000,000 22,500,000 Cash at a
Premium of
Rs.5/- per share
March 16, 2000 3,750,000 10 160 3,750,000 26,250,000 Cash at a
Premium of
Rs.150/- per
share
January 25,
2003
Allotment to OCB 225.00 25.00
Preferential
Allotment *
222,250 10 10 222,250 26,472,250 Cash at Par Preferential
Allotment **
262.50 587.50
264.72 587.50
July 26, 2003 375,000 10 10 375,000 26,847,250 Cash at Par Preferential
Allotment **
268.47 587.50
September 6, 234,375 10 10 234,375 27,081,625 Cash at Par Preferential
270.82 587.50
2003
Allotment **
September 29, 340,250 10 10 340,250 27,421,875 Cash at Par Preferential
274.22 587.50
2003
Allotment **
* Preferential allotment to financial investors
** Preferential allotment to some of the shareholders excluding the Promoters and the Customer Care
Associate, Managing Director and CEO.
2) Promoters Holding and Lock-In:
Sr.
No.
Name of
the
promoter
1 Palm Shelter
Estate
Development
Private Limited
Date of
Allotment
March 24,
1999
Date
When
made
fully
paid-up
March 24,
1999
Nature
Allotment
(Cash, bonus,
kind, etc.)
Cash
No. of
shares
4,275,000
Face
Value
10
Issue
Price
10
% of
Post-
Issue
paid-up
capital
1,631,650#
December 4, December Cash
10 10
1999
4, 1999
2 Capstan Trading December 4, December Cash 301,932 10 10
Private Limited 1999
4, 1999
August 14,
710,000
August
2004
14, 2004
10 45 2.93%
Total 6,918,582 20.00%
Lock-in
Period
17.07% 3 years
3 years