KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India

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List of Shareholders as on the date of Incorporation Name of the shareholder No. of Shares % Holding Satish Kumar Agarwal 7000 14 Sunil Kumar Agarwal 6000 12 Pradeep Kumar Agarwal 6000 12 Radha Agarwal 7000 14 Geeta Agarwal 6000 12 Saurabh Agarwal 6000 12 Sachin Agarwal 6000 12 Sarita Agarwal 6000 12 Total 50000 100 The Board of Directors of the Company as on the date of the incorporation of the Company were Shri Satish Kumar Agarwal, Shri Sunil Kumar Agarwal, Shri Pradeep Kumar Agarwal and Shri Saurabh Agarwal. Financial Result The Financial information of the Company is not available as the Company has not commenced its business as yet. Kamdhenu Concast Limited Our Company has obtained name approval from the Registrar of Companies, NCT of Delhi and Haryana vide letter no. N- 89847/ STAT/ 2005/ A76969 dated 19.10.2005 with respect to Kamdhenu Concast Limited. Necessary requirements pertaining to incorporation of the Company are being carried out by us. Disassociated Concerns Bhagirathi Iron and Steel Private Limited The Company was incorporated on July 13, 1972 vide Registration No. 20-3573.The Company had an Authorised Capital of Rs. 15,00,000. Shri Pradeep Kumar Agarwal, Shri Satish Kumar Agarwal, and Shri Sunil Kumar Agarwal were holding shares in the Company as on 30.09.1998 as per details mentioned hereunder: S.No. Name of the shareholder No. of Shares held 1. Shri Pradeep Kumar Agarwal 650 2. Shri Satish Kumar Agarwal 250 3. Shri Sunil Kumar Agarwal 500 Shri Pradeep Kumar Agarwal, Shri Satish Kumar Agarwal, and Shri Sunil Kumar Agarwal were also holding directorship in the said Company. They resigned from the directorship of the Company as per details given below: S.No. Name of the Director Date of resignation 1. Shri Pradeep Kumar Agarwal 23.07.2001 2. Shri Satish Kumar Agarwal 06.10.1994 3. Shri Sunil Kumar Agarwal 30.11.1995 As on date all the three have ceased to be directors of the Company. The Company has ceased to operate as of now and the Directors of our Company are no longer associated with it. 86
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion of our financial condition and results of operations together with our audited restated financial statements for the fiscal years ended March 31, 2001, 2002, 2003 and 2004, and 2005 and for the five month period ended 31st August, 2005 including the significant accounting policies and notes thereto and reports thereon which appear elsewhere in this Prospectus. These financial statements have been prepared in accordance with Indian GAAP, the Companies Act and as required under the SEBI Guidelines. Unless indicated otherwise, the financial data in this section is derived from our restated unconsolidated financial statements prepared in accordance with Indian GAAP and included in this Prospectus. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal year are to the 12 month period ended March 31 of that year. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ from those projected in the forward-looking statements. Factors that might cause future results to differ significantly from those projected in the forward-looking statements include, but are not limited to, those discussed below and elsewhere in this Prospectus, particularly under “Risk Factors” beginning on page —- of this Prospectus. OVERVIEW Kamdhenu is a major manufacturer of High Strength Deformed (HSD) )Bars / Cold Twisted Deformed (CTD) bars and Thermo Mechanically Treated ( TMT) bars used for reinforcement of concrete buildings/structures. Company’s plant is located at Bhiwadi in NCR at a distance of about 70 Km from New Delhi and is having installed capacity 48000 M/T of per annum. KIL’s products are well established throughout north India and its products are sold under brand name of “Kamdhenu Saria”. Brand “Kamdhenu Saria” is a well-known brand of construction steel in India and is owned by KIL. KIL’s products under the brand name of Kamdhenu have over the years created a niche market in the northern region of India and demand for its products has been growing at rapid pace due to its focus on producing quality products, thereby satisfying the customers’ need. Company’s brand “Kamdhenu” is the major leading brand among the various other Brands available in the country for Steel Bars. In the recent past, the company has taken rapid strides particularly in terms of growth, a fact well reflected in the audited accounts of the company. The company’s sales figure which stood at Rs. 53.15 crore for the financial year 2002-03 has shown a quantum and sharp jump to Rs. 126.29 crore for the financial year 2004-05 i.e an increase of 138% in two years. In the coming years, this growth phase of the company is likely to amplify further and the company will further consolidate its already established position in the industry in the coming years given the buoyant demand for steel both in the international and domestic markets. To consolidate its position further in the Indian market and to take advantage of the booming construction sector in the country, Kamdhenu has taken a conscious decision to develop and enlarge its business operations by adopting Franchise route. Kamdhenu plans to establish its Stock Yard/Marketing offices at various strategic locations and materials required for these yards will be sourced from its Franchisees, who are existing manufacturers of Steel TMT/ CTD Bars. The said Franchise units would be manufacturing the products under Kamdhenu’s strict quality control and would be manufacturing under brand name of Kamdhenu. Towards this end, the compay has already entered in to franchise agreement with existing manufacturers located at diverse locations across the country. MATERIAL DEVELOPMENTS SINCE THE LAST AUDITED BALANCE SHEET DATE The company has since entered into franchise agreement with following existing manufacturers located at different places to lift material from them for the purpose of stocking the same at Stock yards: Sl.No. Name of the Franchise Unit Location State Qty. (MT) to be lifted p.m 1 Aar Kay Industries Mandi, Gobindgarh, Punjab 2000 2 Nalagarh Steel Rolling Mills P Ltd Nalagarh H.P 2500 3 Kali Metals Pvt Ltd Hosour Tamil Nadu 3500 4 Jhelum Industries Jammu J & K 1000 5. Radhey Radhey Ispat (P) Ltd. Kanpur UP 1000 6. Raghuveer Metal Industries Ltd. Ajmer Rajasthan 1000 87
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KAMDHENU ISPAT LIMITED DRAFT PROSPE
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DEFINITIONS AND ABBREVIATIONS Gener
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Abbreviations Abbreviation Full For
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RISK FACTORS An investment in equit
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mentioned under Class 1 to 42 cover
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(b) Any disruption/ discontinuance
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affect our operating results. We ar
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The central and state tax scheme in
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SUMMARY The following summary is qu
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THE ISSUE Equity Shares offered by
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of the Stabilisation Period allot,
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For the year ended August March Mar
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LEGAL ADVISOR TO THE ISSUE Luthra &
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2. Capital Buildup: The existing sh
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B. Promoter Group 1. Saurabh Agarwa
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Sl. Name of Date of Consid- No. of
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Sl. Name of Date of Consid- No. of
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7. The Pre-issue and Post-issue sha
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(b) Our top ten shareholders and sh
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OBJECTS OF THE ISSUE The proceeds f
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BASIS FOR ISSUE PRICE QUALITATIVE F
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STATEMENT OF TAX BENEFITS The Compa
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loss, such long -term capital loss
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Benefit available to Mutual Funds I
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Restrictions in external trade, bot
Page 51 and 52: to compete with the likes of China,
Page 53 and 54: III. Flat Products Flat products in
Page 55 and 56: · In China and other Asian countri
Page 57 and 58: BUSINESS OVERVIEW Kamdhenu Ispat Li
Page 59 and 60: PROCESS PROCESS FLOW CHART FOR PROD
Page 61 and 62: POWER The Company sources Power fro
Page 63 and 64: The sponge iron is one of the raw m
Page 65 and 66: We help them to get right people to
Page 67 and 68: 23. A.S. CEMENT INDUSTRIES, Patiala
Page 69 and 70: PROPERTY A. Properties owned by the
Page 71 and 72: S No. 6. 7. 8. Date & Tenure Name &
Page 73 and 74: OUR INDEBTEDNESS Sr. No 1 Lender &
Page 75 and 76: Main Objects The main objects of th
Page 77 and 78: OUR MANAGEMENT As per the Articles
Page 79 and 80: C. MR. SUNIL KUMAR AGARWAL Designat
Page 81 and 82: Company Secretary Secretarial & Leg
Page 83 and 84: PROMOTERS OUR PROMOTERS MR. SATISH
Page 85 and 86: 2. and accessories, automobile part
Page 87 and 88: The Board of Directors Kamdhenu Isp
Page 89 and 90: Annexure - II Statement of Assets a
Page 91 and 92: 7 The company is manufacturing CTD/
Page 93 and 94: Annexure - VII Performance Ratios:
Page 95 and 96: Principal Terms of Sanctioned Loans
Page 97 and 98: Financial Statements of Group Compa
Page 99 and 100: The Board of Directors of the Compa
Page 101: List of Shareholders as on 30.9.200
Page 105 and 106: DEPRECIATION Depreciation on fixed
Page 107 and 108: of excise duty was 8% thereafter up
Page 109 and 110: Administrative and Other Expenses W
Page 111 and 112: Cost Of Goods Traded In The company
Page 113 and 114: Information required as per clause
Page 115 and 116: SL. NO. 5 6 7 8 9 10 11 12 ASSESSME
Page 117 and 118: 3.2 CENTRAL EXCISE Commissioner of
Page 119 and 120: 4.2 M/s. Kamdhenu Ispat Limited vs.
Page 121 and 122: II Outstanding litigations involvin
Page 123 and 124: Sales Tax ASSESSMENT YEAR PARTICULA
Page 125 and 126: 11. The Company has obtained consen
Page 127 and 128: BEHALF AND TOWARDS THIS PURPOSE, TH
Page 129 and 130: Public Issue expenses are estimated
Page 131 and 132: ISSUE INFORMATION Terms of the Issu
Page 133 and 134: Applications by Hindu Undivided Fam
Page 135 and 136: Payment Instructions 1. Payments sh
Page 137 and 138: 5. Investors can contact the Compli
Page 139 and 140: for public subscription and the bal
Page 141 and 142: POWER TO MODIFY RIGHT 11. (i) If at
Page 143 and 144: without any deduction or allowance
Page 145 and 146: there be no such Chairman or if at
Page 147 and 148: 69. The Director shall not be requi
Page 149 and 150: fit and any such appointment may (i
Page 151 and 152: present and entitled to vote there
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MATERIAL CONTRACTS AND DOCUMENTS FO
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DECLARATION All the relevant provis
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KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India

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