KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India
KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India
KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India
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(b) Any disruption/ discontinuance <strong>of</strong> production by any <strong>of</strong> the franchisee’s shall affect the revenues <strong>of</strong> the Company<br />
to the extent <strong>of</strong> non receipt <strong>of</strong> royalty income being derived from the concerned franchisee(s) <strong>and</strong> may also<br />
result in disruption <strong>of</strong> Supply <strong>of</strong> our products in that region.<br />
Our Company has entered into individual agreements with the franchisees to ensure strict quality control. In case<br />
even a slight deviation in the production quality norms is observed by our Company, the agreement can be terminated<br />
with immediate effect without any legal recourse by the other party. In such an eventuality the supplies being<br />
affected by the franchisee shall be recouped by the Company from own production or by effecting supplies from the<br />
Stock yards being setup by the Company or by appointment <strong>of</strong> alternative franchisee(s).<br />
Introduction <strong>of</strong> alternative technology or consumer habits may reduce dem<strong>and</strong> for our existing products<br />
<strong>and</strong> may adversely affect our pr<strong>of</strong>itability <strong>and</strong> business prospects.<br />
Our products are used in construction activities. Our customers may decide to seek alternative technology coupled<br />
with the development <strong>of</strong> more alternatives, which may adversely affect our business <strong>and</strong> pr<strong>of</strong>itability if we are not<br />
able to respond to these changes. Our ability to anticipate changes in technology <strong>and</strong> to develop <strong>and</strong> introduce new<br />
<strong>and</strong> enhanced products successfully on a timely basis will be a significant factor in our ability to grow <strong>and</strong> to remain<br />
competitive. We cannot assure you that we will be able to achieve the technological advances that may be necessary<br />
for us to remain competitive or that certain <strong>of</strong> our products will not become obsolete. We are also subject to the risks<br />
generally associated with new product introductions <strong>and</strong> applications, including lack <strong>of</strong> market acceptance <strong>and</strong><br />
delays in product development.<br />
Further, any substantial change in the spending habits <strong>of</strong> consumers who are end users <strong>of</strong> where our products<br />
are used, business <strong>of</strong> our Customers will affect which in will affect the dem<strong>and</strong> for our products. Any failure<br />
on our part to forecast <strong>and</strong>/or meet the changing dem<strong>and</strong>s will have an adverse effect on our business, pr<strong>of</strong>itability<br />
<strong>and</strong> growth prospects.<br />
Our Group Companies are in same line <strong>of</strong> Business<br />
Most <strong>of</strong> our group Companies also deals in the main product <strong>of</strong> the Company i.e Steel Bars, Ingots etc. We presently<br />
source a part <strong>of</strong> our total requirement <strong>of</strong> steel ingots/billets from these companies. These transactions are done on<br />
prevailing market prices on commercial terms <strong>and</strong> on an arms length basis.<br />
An inability to manage our growth could disrupt our business <strong>and</strong> reduce our pr<strong>of</strong>itability.<br />
We have experienced high growth in recent times <strong>and</strong> expect our business to grow significantly in view <strong>of</strong> our plan<br />
for expansion . We expect this growth to place significant dem<strong>and</strong>s on us <strong>and</strong> require us to continuously evolve <strong>and</strong><br />
improve our operational, financial <strong>and</strong> internal controls across the organisation. In particular, continued expansion<br />
increases the challenges involved in:<br />
maintaining high levels <strong>of</strong> customer satisfaction;<br />
recruiting, training <strong>and</strong> retaining sufficient skilled management, technical <strong>and</strong> marketing personnel;<br />
adhering to quality <strong>and</strong> process execution st<strong>and</strong>ards that meet customer expectations;<br />
preserving a uniform culture, values <strong>and</strong> work environment in operations within <strong>and</strong> outside <strong>India</strong>; <strong>and</strong><br />
developing <strong>and</strong> improving our internal administrative infrastructure, particularly our financial, operational,<br />
communications <strong>and</strong> other internal systems.<br />
Any inability to manage our growth may have an adverse effect on our business <strong>and</strong> financial results.<br />
Covenants with institutional lenders may restrict our operations <strong>and</strong> expansion ability, which may hurt our<br />
business <strong>and</strong> results <strong>of</strong> operations <strong>and</strong> financial condition.<br />
Certain covenants in our financing agreements with SBBJ require us to obtain approval from the financial institutions<br />
before undertaking new projects or substantial expansion <strong>of</strong> the existing facilities, making any investments, issuing<br />
new securities (debt or equity), making changes to our capital structure or our senior management or declaring<br />
dividends in certain circumstances.<br />
Pursuant to the terms <strong>of</strong> Capital Facilities extended by State Bank <strong>of</strong> Bikaner <strong>and</strong> Jaipur, the Company cannot<br />
make payment <strong>of</strong> Dividend without their consent, issue any further shares, implement expansion plans, make<br />
investment in other Concerns, maintain minimum net working capital, maintain minimum tangible net worth,<br />
enter into agreements <strong>and</strong> arrangements, transfer or dispose <strong>of</strong> any undertaking, increase remuneration to<br />
Directors or pay commission to Directors, merger or consolidation, transfer or dispose <strong>of</strong> its undertaking or any<br />
<strong>of</strong> its capital fixed assets except in the ordinary course <strong>of</strong> business, enter into borrowing arrangements with any<br />
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