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GAMMON INDIA LIMITED

GAMMON INDIA LIMITED

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FIIs are permitted to participate through the portfolio investment scheme in this Issue. FIIs are permitted to<br />

participate in the QIP subject to compliance with all applicable laws and such that the shareholding of the<br />

FIIs does not exceed specified limits as prescribed under applicable laws in this regard.<br />

FIIs can hold up to a maximum of 49 per cent. in the paid-up equity share capital of the Company.<br />

The issue of Equity Shares to a single FII should not exceed 10 per cent. of the post-Issue, issued capital of the<br />

Company. In respect of an FII investing in the Equity Shares on behalf of its sub-accounts, the investment on behalf<br />

of each sub-account shall not exceed 10 per cent. of the total issued capital of the Company or 5 per cent. of the total<br />

issued capital of the Company in case such sub-account is a foreign corporate or an individual.<br />

No Allotment shall be made pursuant to the Issue, either directly or indirectly, to any QIB being a Promoter or any<br />

person related to the Promoter. QIBs which have all or any of the following rights shall be deemed to be persons<br />

related to Promoter:<br />

(a) rights under a shareholders agreement or voting agreement entered into with the Promoter or persons<br />

related to the Promoter;<br />

(b) veto rights; or<br />

(c) right to appoint any nominee director on the Board,<br />

provided that a QIB which does not hold any Equity Shares in the Company and which has acquired the aforesaid<br />

rights in the capacity of a lender shall not be deemed to be related to the Promoter.<br />

The Company and the Joint Global Co-ordinators are not liable for any amendment or modification or<br />

change to applicable laws or regulations, which may occur after the date of this Placement Document. QIBs<br />

are advised to make their own independent investigations and satisfy themselves that they are eligible to<br />

apply. QIBs are advised to ensure that any single application from them does not exceed the investment limits<br />

or maximum number of shares that can be held by them under applicable law or regulation or as specified in<br />

this Preliminary Placement Document. Further, QIBs are required to satisfy themselves that their Bids would<br />

not eventually result in triggering a tender offer under the Takeover Code.<br />

As per the SEBI Regulations, a minimum of 10 per cent. of the Equity Shares in this Issue shall be Allotted to<br />

Mutual Funds. If no Mutual Fund is agreeable to take up the minimum portion as specified above, such<br />

minimum portion or part thereof may be Allotted to other QIBs.<br />

Note: Affiliates or associates of the Joint Global Co-ordinators who are QIBs may participate in the Issue in<br />

compliance with applicable laws.<br />

Application Process<br />

Application Form<br />

QIBs shall only use the serially numbered Application Forms supplied by the Joint Global Co-ordinators in either<br />

electronic form or by physical delivery for the purpose of making a Bid (including revision of Bid) in terms of the<br />

Preliminary Placement Document and the Placement Document.<br />

By making a Bid (including the revision thereof) for Equity Shares through Application Forms, the QIB will be<br />

deemed to have made the following representations and warranties and the representations, warranties and<br />

agreements made under “Representations by Investors” and “Transfer Restrictions”:<br />

108

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