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COX AND KINGS (INDIA) LIMITED - Securities and Exchange Board ...

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in the past, either in terms of income or profit.<br />

Further, such growth strategy will place significant dem<strong>and</strong>s on our management, financial <strong>and</strong> other resources. It will<br />

require us to continuously develop <strong>and</strong> improve our operational, financial <strong>and</strong> internal controls. Continuous expansion<br />

increases the challenges involved in financial management, recruitment, training <strong>and</strong> retaining high quality human<br />

resources, preserving our culture, values <strong>and</strong> entrepreneurial environment, <strong>and</strong> developing <strong>and</strong> improving our internal<br />

administrative infrastructure <strong>and</strong> more importantly adhering to quality <strong>and</strong> high st<strong>and</strong>ards that meet customer<br />

expectations. Any inability on our part to manage such growth could disrupt our business prospects, impact our<br />

financial condition <strong>and</strong> adversely affect our results of operations.<br />

7. Future strategic investments, including acquisitions <strong>and</strong> partnerships may not necessarily prove advantageous to the<br />

Company.<br />

Our growth strategy in the future may involve future strategic acquisitions <strong>and</strong> reconstructions, partnerships <strong>and</strong><br />

exploration of mutual interests with other parties. We may not be able to identify or conclude appropriate or viable<br />

acquisitions in a timely manner. Further, these future acquisitions may not contribute to our profitability <strong>and</strong> we may be<br />

required to incur or assume debt, or assume contingent liabilities as part of any acquisition. We could have difficulty in<br />

integrating operations, assimilating the personnel, operations, technology <strong>and</strong> assets of the acquired company. In<br />

addition, we may experience difficulty in harmonizing cultures leading to a non-realisation of anticipated synergies or<br />

efficiencies from such acquisitions, these difficulties could impact our on-going business. These difficulties may<br />

disrupt our ongoing business, distract our Management <strong>and</strong> employees <strong>and</strong> increase our expenses.<br />

Failure to successfully identify <strong>and</strong> conclude acquisitions or manage the integration of the businesses acquired or the<br />

performance of such businesses being below expectations may cause profitability <strong>and</strong> operations to suffer. The success<br />

of our business will depend greatly on our ability to implement our business <strong>and</strong> strategies effectively. Even if we have<br />

successfully executed our business strategies in the past, there can be no assurance that we will be able to execute our<br />

strategies on time <strong>and</strong> within the estimated budget, or that we will meet the expectations of our targeted clients. Our<br />

inability to manage our business <strong>and</strong> strategies could have an adverse effect on our business, financial condition <strong>and</strong><br />

profitability. Please refer “Our Business Strategy” on page 76 of this Draft Herring Prospectus.<br />

8. We cannot assure you that we will be able to secure adequate financing in the future on acceptable terms, in time, or<br />

at all.<br />

We may require additional funds in connection with other future business expansion <strong>and</strong> development initiatives. In<br />

addition to the net proceeds of this offering <strong>and</strong> our internally generated cash flow, we may need additional sources of<br />

funding to meet these requirements, which may include entering into new debt facilities with lending institutions or<br />

raising additional debt in the capital markets. If we decide to raise additional funds through the incurrence of debt, our<br />

interest obligations will increase, <strong>and</strong> we may be subject to additional covenants. Such financings could cause our debt<br />

to equity ratio to increase or require us to create charges or liens on our assets in favour of lenders. If we decide to raise<br />

additional funds through the issuance of equity (other than through a rights issue to the existing shareholders), the<br />

ownership interest of our existing shareholders will be diluted. We cannot assure you that we will be able to secure<br />

adequate financing in the future on acceptable terms, in time, or at all. Our failure to obtain sufficient financing could<br />

result in the delay or ab<strong>and</strong>onment of any acquisition plans or implementation of our business development plans <strong>and</strong><br />

this may affect our business <strong>and</strong> future results of operations.<br />

9. We are operating in geographies / overseas markets <strong>and</strong> products / services which are new to us <strong>and</strong> some of our<br />

subsidiaries <strong>and</strong> joint venture have not yet commenced commercial operations.<br />

To accelerate our growth we are exploring newer geographies <strong>and</strong> businesses which are of strategic fit to our existing<br />

operations. During fiscal 2009, we made few acquisitions which have exposed us to geographies / overseas markets<br />

which are new to us. We acquired Tempo Holidays Pty Ltd. based in Australia with its wholly owned subsidiary<br />

Tempo Holidays NZ Ltd. in New Zeal<strong>and</strong>. We also recently completed acquisition of East India Travel Company Inc.,<br />

which is in the business of selling upmarket tour <strong>and</strong> travel packages in the US. Though we had presence in Australia<br />

<strong>and</strong> US earlier through our representative office <strong>and</strong> branch respectively, we may not have significant past experience<br />

in these geographies / overseas markets in selling our travel products / services. Our inexperience in new geographies<br />

xviii

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