DCI-APPLICATION FORM-RESIDENT.pmd - Finapolis

IN THE NATURE OF FORM2A - MEMORANDUM CONTAINING SALIENT FEATURES OF THE PROSPECTUS
Applicant will prevail. If Applicants want to change their
nomination, they are advised to inform their respective DP.
76. Events of Default
Subject to the terms of the Debenture Trustee Agreement, the
Debenture Trustee at its discretion may, or if so requested in
writing by the holders of at least three-fourths of the outstanding
amount of the Bonds or with the sanction of a Special Resolution,
passed at a meeting of the Bondholders, (subject to being
indemnified and/or secured by the Bondholders to its
satisfaction), give notice to the Company specifying that the
Bonds, in whole but not in part are and have become due and
repayable on such date as may be specified in such notice inter
alia if any of the events listed below occurs. The description
below is indicative and a complete list of events of default and its
consequences is specified in the Debenture Trustee Agreement:
(i) Default in any payment of the principal amount due in respect
of Bonds and such failure continues for a period of 30 days;
(ii) Default in any payment of any installment of interest in
respect of the Bonds and such failure continues for a period
of 15 days;
(iii) Default in any payment of any other sum due in respect of
the Bonds and such failure continues for a period of 15 days;
(iv) The Company is (in the reasonable opinion of the Debenture
Trustee or as notified by the Company to the Debenture
Trustee), or is deemed by a court of competent jurisdiction
under applicable law to be, insolvent or bankrupt or unable
to pay a material part of its debts, or stops, suspends or
threatens to stop or suspend payment of all or a material part
(in the reasonable opinion of the Debenture Trustee) of, or
of a particular type of, its debts;
(v) The Company does not perform or comply with one or more
of its other material obligations in relation to the Bonds and/
or under the Debenture Trustee Agreement and/or Security
Documents, which default is incapable of remedy or, if in the
reasonable opinion of the Debenture Trustee is capable of
remedy, is not remedied within 30 days of written notice of
such default being provided to the Company by the
Debenture Trustee; or
(vi) Any encumbrancer takes possession, or an administrative
or other receiver or an administrator is appointed, of the
whole or (in the reasonable opinion of the Debenture Trustee)
any substantial part of the property, assets or revenues of
the Company, and is not discharged within 45 days.
The amount(s) so payable by the Company on the occurrence
of one or more Event(s) of Default shall be as detailed in the
Debenture Trustee Agreement. If an Event of Default occurs,
which is continuing, the Debenture Trustee may, with the
consent of the Bondholders, obtained in accordance with
the Debenture Trustee Agreement, and with prior written
notice to the Company, take action in terms of the Debenture
Trustee Agreement.
77. Debenture Trustee
The Company has appointed GDA Trusteeship Limited to act as
Debenture Trustee for the Bondholders. GDA Trusteeship Limited
has by its letter dated February 21, 2013 given its consent for its
appointment as Debenture Trustee to the Issue and for its name
to be included in the Prospectus and in all the subsequent
periodical communications sent to the holders of the Bonds issued,
pursuant to this Issue pursuant to Regulation 4(4) of the Debt
Regulations.
The Company has entered into a Debenture Trustee Agreement
with the Debenture Trustee, the terms of which will govern the
appointment and functioning of the Debenture Trustee and
specified the powers, authorities and obligations of the Debenture
Trustee. Under the terms of the Debenture Trustee Agreement,
the Company covenants with the Debenture Trustee that it will
pay the Bondholders the principal amount on the Bonds on the
relevant Maturity Date and also that it will pay the interest due on
Bonds at the rate/on the date(s) specified under the Debenture
Trustee Agreement. The Debenture Trustee Agreement shall be
provided to the Designated Stock Exchange within five Working
Days of its execution.
The Bondholders will, without further act or deed, be deemed to
have irrevocably given their consent to the Debenture Trustee
or any of their agents or authorised officials to do all such acts,
deeds, matters and things in respect of or relating to the Bonds
as the Debenture Trustee may in their absolute discretion deem
necessary or require to be done in the interest of the Bondholders.
Any payment made by the Company to the Debenture Trustee
on behalf of the Bondholders will discharge the Company pro
tanto to the Bondholders. All the rights and remedies of the
Bondholders will vest in and will be exercised by the Debenture
Trustee without reference to the Bondholders. No Bondholder
will be entitled to proceed directly against the Company unless
the Debenture Trustee, having become so bound to proceed,
failed to do so. The Debenture Trustee will protect the interest of
the Bondholders in the event of default by the Company in regard
to timely payment of interest and repayment of principal and
they will take necessary action at the Company’s cost.
78. Pre-Issue Advertisement
Subject to Section 66 of the Companies Act, the Company will,
on or before the Issue Opening Date, publish a pre-Issue
advertisement in the form prescribed under the SEBI Debt
Regulations, in one national daily newspaper with wide
circulation. Material updates, if any, between the date of filing of
the Prospectus with the RoC and the date of release of the
statutory pre-Issue advertisement will be included in the statutory
pre-Issue advertisement.
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DREDGING CORPORATION OF INDIA LIMITED