KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India

OTHER REGULATORY AND STATUTORY DISCLOSURES
Authority for the Issue and Details of the Resolution Passed for the Issue
Present Issue of Equity Shares has been authorized by shareholders vide a Special Resolution passed at the Extra
Ordinary General Meeting of the Company held on October 5, 2005. The Board of Directors of the Company had
approved the present Issue of Equity Shares vide a resolution passed at their meeting held on September 10,
2005.
Prohibition by SEBI
The Company, its directors, any of the Company’s Associates or Group Companies, and Companies with which the
directors of Issuer are associated, as directors or promoter, have not been prohibited from accessing the capital
market under any order or directions passed by SEBI. The listing of any securities of the Issuer has never been
refused at anytime by any of the stock exchanges in India.
Eligibility for the Issue
Our Company is eligible for the Issue in accordance with Clause 2.2.1 of the SEBI Guidelines as explained under
with eligibility criteria calculated in accordance with financial statements under Indian GAAP:
Our Company has net tangible assets of at least Rs. 300 lakhs in each of the preceding three full years of which not
more than 50% is held in monetary assets and is compliant with Clause 2.2.1(a) of the SEBI Guidelines;
Our Company has a track record of distributable profits in accordance with Section 205 of Companies Act, for at
least three of the immediately preceding five years and is compliant with Clause 2.2.1(b) of the SEBI Guidelines;
Our Company has a net worth of at least Rs. 100 lakhs in each of the three preceding full years; and is compliant
with Clause 2.2.1(c) of the SEBI Guidelines;
The proposed Issue size is not expected to exceed five times the pre-Issue net worth of our Company and is
compliant with Clause 2.2.1(e) of the SEBI Guidelines;
The Company’s unconsolidated net profit, dividend, net worth, net tangible assets and monetary assets derived
from the Auditor’s Report included in this Prospectus under the section “Financial Statements” on page no [.] for the
last five years ended FY 2005 and period ended 31st August, 2005 are set forth below:
(Rs. in lakhs)
Augsut 31, 2005 FY 05 FY 04 FY 03 FY 02 FY 01
Net Tangible Assets(1) 1478.34 1464.91 1034.90 791.17 593.09 619.29
Monetary Assets(2) 31.94 103.13 84.15 101.80 101.24 70.70
Net profits, as restated 87.96 171.19 114.51 22.69 26.93 25.61
Net worth, as restated 1063.30 772.06 619.85 375.53 358.88 342.32
(1) Net tangible assets is defined as the sum of fixed assets (including capital work in progress and excluding
revaluation reserves), current assets (excluding deferred tax assets) less current liabilities (excluding deferred
tax liabilities and long term liabilities)
(2) Monetary assets include cash on hand and bank. Detailed figures are given on page no. [] in the Prospectus.
SEBI DISCLAIMER CLAUSE
AS REQUIRED, A COPY OF THIS PROSPECTUS HAS BEEN SUBMITTED TO SEBI. IT IS TO BE
DISTINCTLY UNDERSTOOD THAT SUBMISSION OF PROSPECTUS TO SEBI SHOULD NOT IN ANY WAY BE
DEEMED OR CONSTRUED THAT THE SAME HAS BEEN CLEARED OR APPROVED BY SEBI. SEBI DOES
NOT TAKE ANY RESPONSIBILITY EITHER FOR THE FINANCIAL SOUNDNESS OF ANY SCHEME OR THE
PROJECT FOR WHICH THE ISSUE IS PROPOSED TO BE MADE OR FOR THE CORRECTNESS OF THE
STATEMENTS MADE OR OPINIONS EXPRESSED IN THE OFFER DOCUMENT. LEAD MANAGER,
CHARTERED CAPITAL AND INVESTMENTS LIMITED, HAS CERTIFIED THAT THE DISCLOSURES MADE
IN THE PROSPECTUS ARE GENERALLY ADEQUATE AND ARE IN CONFORMITY WITH SEBI (DISCLOSURES
AND INVESTOR PROTECTION) GUIDELINES IN FORCE FOR THE TIME BEING. THIS REQUIREMENT IS TO
FACILITATE INVESTORS TO TAKE AN INFORMED DECISION FOR MAKING INVESTMENT IN THE PROPOSED
ISSUE. IT SHOULD ALSO BE CLEARLY UNDERSTOOD THAT WHILE THE ISSUER COMPANY IS
PRIMARILY RESPONSIBLE FOR THE CORRECTNESS, ADEQUACY AND DISCLOSURE OF ALL RELEVANT
INFORMATION IN THE PROSPECTUS, THE LEAD MANANGER IS EXPECTED TO EXERCISE DUE
DILIGENCE TO ENSURE THAT THE COMPANY DISCHARGES ITS RESPONSIBILITY ADEQUATELY IN THIS
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