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GAMMON INDIA LIMITED

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in two or three years) of interest rates constituted 36.94% and 30.87%, respectively, of our total<br />

indebtedness.<br />

Although we may decide to engage in interest rate hedging transactions, there can be no assurance that we<br />

will be able to do so on commercially reasonable terms, that our counterparties will perform their<br />

obligations, or that these agreements, if entered into, will adequately protect us against interest rate risk.<br />

Any unexpected unfavorable change in interest rates or availability of credit may materially impact our<br />

financial conditions or results of operations.<br />

Our foreign currency exchange risk arises mainly from a mismatch between the currency of our sales,<br />

purchases and operating expenses. To the extent that our sales, purchases and operating expenses are not<br />

denominated in the same currency, and to the extent that there are timing differences between invoicing,<br />

payment and collections, we will be exposed to foreign currency exchange gains and losses arising from<br />

transactions in currencies other than Indian rupees. As a result, our earnings may be materially adversely<br />

affected. As at March 31, 2007, 2008 and 2009, our un-hedged foreign currency exposure for our<br />

receivables were Rs.1,853.90 million, Rs.611.80 million and Rs.3,683.40 million. During the same period,<br />

our un-hedged foreign currency exposure for our payables were Rs.1,068.90 million, Rs.1,284.40 million<br />

and Rs.10,220.60 million.<br />

Our order book may be subject to unexpected delays, modifications, cancellations or non-payment by our<br />

clients and, therefore, may not necessarily indicate our future earnings.<br />

As of September 30, 2009, the aggregate order book of our Company, on a standalone basis, was<br />

Rs.131,787.14 million. Order book refers to expected future income under signed contracts or contracts,<br />

where binding letters of intent or letters of award have been received. Our book projects represent only<br />

business we consider to be firm, although project cancellations or scope adjustments may occur from time<br />

to time due to either a client‘s or our default, incidents of force majeure or legal impediments. For example,<br />

in some of the contracts in our order book, our clients may be obliged to perform or take certain actions,<br />

such as:<br />

acquiring land;<br />

securing right of way;<br />

supply and approval of designs and drawings;<br />

clearing forests;<br />

supplying owner supplied material;<br />

securing required licenses, authorizations or permits;<br />

making advance payments or opening of letters of credit;<br />

approving supply chain vendors; and<br />

shifting existing utilities.<br />

If a client does not perform such actions in a timely manner, or at all, our projects could be delayed,<br />

modified or cancelled. Projects could also be removed from our order book as a result of financing<br />

difficulties or payment default by a client. Some projects may remain in our order book for an extended<br />

period of time. We cannot guarantee that the income anticipated in our order book will be realized, or, if<br />

realized, will be realized on time or result in profits. Any reduction in the amount of our order book would<br />

reduce the income and profits that we expected to earn, which could adversely affect our results of<br />

operations.<br />

We may encounter problems relating to the operations of our joint ventures.<br />

As a consequence of qualification and client requirements, and to mitigate risks associated with projects, we<br />

enter into various joint ventures with domestic as well as international construction companies as part of our<br />

business. We anticipate that our future projects will continue to be developed and maintained through joint<br />

ventures as we continue to jointly bid for contracts with suitable joint venture partners. The success of these<br />

joint ventures depends significantly on the satisfactory performance by our joint venture partners and<br />

fulfillment of their obligations. Our liability in relation to the projects being executed by our joint ventures<br />

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