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KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India

KAMDHENU ISPAT LIMITED - Securities and Exchange Board of India

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mentioned under Class 1 to 42 covering items <strong>of</strong> Schedule IV <strong>of</strong> the Trade Mark Act,1999 . The registration is pending<br />

with the Registering Authority. The Company is adhering to policy <strong>of</strong> using the “kamdhenu” br<strong>and</strong> not only in respect <strong>of</strong><br />

Steel bars <strong>and</strong> Cement but also in respect <strong>of</strong> other Building materials <strong>and</strong> products which the Company may deal in the<br />

future. At present company has started using “Kamdhenu” trade mark in respect <strong>of</strong> POP <strong>and</strong> SS Pipes in addition to<br />

Cement & Steel Bars. The Company has developed <strong>and</strong> implemented Franchisee Model in respect <strong>of</strong> Steel Bars,<br />

Cement, POP <strong>and</strong> SS Pipes. Other products are also in pipeline. Pending registration we may have lesser recourse to<br />

initiate legal proceeding to protect our Br<strong>and</strong>. This may lead dilution in our Br<strong>and</strong> in respect <strong>of</strong> the respective products.<br />

We have received notices <strong>of</strong> opposition with respect to some <strong>of</strong> the applications seeking registration <strong>of</strong> certain trademarks<br />

in specified product category which are being suitably replied/defended.<br />

Our success with our Br<strong>and</strong> depends, in part on our ability to protect <strong>and</strong> defend our current <strong>and</strong> future intellectual<br />

property rights relating to Br<strong>and</strong>/Trademark. If we f ail to protect our intellectual property, competititors may manufacture,<br />

<strong>and</strong> market products under br<strong>and</strong>s similar to our br<strong>and</strong>s which may have an adverse effect on the goodwill <strong>of</strong> our br<strong>and</strong>.<br />

The Objects <strong>of</strong> the Issue for which funds are being raised has not been appraised by any Bank or Financial<br />

Institution<br />

In the absence <strong>of</strong> any appraisal by any bank or financial institution for the funds required by us, the deployment <strong>of</strong> the<br />

funds raised through the issue as stated in the section titled “ Objects <strong>of</strong> the Issue” are as per estimates approved by<br />

<strong>Board</strong> <strong>of</strong> Directors. The funds being raised through the issue are proposed to be used for setting up stock yards <strong>and</strong><br />

working capital requirement. The premises in respect <strong>of</strong> some <strong>of</strong> these stock yards have not been identified. In absence<br />

<strong>of</strong> any monitoring agency, the deployment <strong>of</strong> funds is entirely at the discretion <strong>of</strong> the management.<br />

Our expansion plans are subject to the risk <strong>of</strong> cost <strong>and</strong> time overruns.<br />

Our plan for expansion <strong>of</strong> operations as referred to in the section titled “Objects <strong>of</strong> the Issue” on page ___ <strong>of</strong> this<br />

Prospectus contains project costs <strong>and</strong> implementation schedules estimated by us. We intend to apply the net<br />

proceeds <strong>of</strong> the Issue to broad base our operations by setting up stock yards at strategic locations. Our expansion<br />

plans have not been appraised by any financial institution. Our expansion plans are subject to a number <strong>of</strong><br />

contingencies, changes in laws <strong>and</strong> regulations, governmental action, delays in obtaining permits or approvals,<br />

accidents, natural calamities, terrorist activity <strong>and</strong> other factors, many <strong>of</strong> which may be beyond our control.<br />

Although we have taken steps to complete the expansion plan within parameters estimated by us, we cannot<br />

assure you that the actual costs incurred , time taken for implementation <strong>of</strong> these plans will not vary from our<br />

estimated parameters.<br />

Our future acqusitions <strong>and</strong> alliances may not be successful<br />

Further Part <strong>of</strong> our growth strategy includes pursuing strategic acquisitions <strong>and</strong> alliances. We cannot assure you<br />

that we will be able to consummate acquisitions or alliances in the future on terms acceptable to us, or at all. In<br />

addition, we cannot assure you that the integration <strong>of</strong> any future acquisitions will be successful or that the expected<br />

strategic benefits <strong>of</strong> any future acquisitions or alliances will be realised. Acquisitions or alliances may involve a<br />

number <strong>of</strong> special risks, including, but not limited to:<br />

adverse short-term effects on our reported operating results;<br />

diversion <strong>of</strong> management’s attention;<br />

difficulties assimilating <strong>and</strong> integrating the operations <strong>of</strong> the acquired company with our own; <strong>and</strong> unanticipated<br />

liabilities or contingencies relating to the acquired company.<br />

As <strong>of</strong> the date <strong>of</strong> this Prospectus, we have not signed any letter <strong>of</strong> intent or entered into any definitive commitment<br />

or agreement for any material acquisition, strategic alliance or strategic investment other than mentioned in the<br />

Prospectus.<br />

We have in the last 12 months issued Equity Shares as Bonus Shares by Capitalizing our Free Reserves.<br />

Date <strong>of</strong> Allotment No. <strong>of</strong> Face Value Issue Price Conside- Value Date on<br />

Shares (Rs.) (Rs.) ration (Rs) which fully<br />

paid-up<br />

29/09/2004 15,20,000 10/- — Bonus Shares 1,52,00,000 29/09/2004<br />

in ratio <strong>of</strong> 2:5<br />

(viii)

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