AMBIENCE LIMITED - Cmlinks.com
AMBIENCE LIMITED - Cmlinks.com
AMBIENCE LIMITED - Cmlinks.com
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elation to debt facilities that have a sanctioned amount of approximately Rs. 21,088.70 million. In the event that<br />
there is any default in any of these obligations, the personal guarantees given by our Promoters may be invoked.<br />
Further, certain properties held by our Promoters have been secured in connection with loans availed by our<br />
Company. Additionally, Mr. Raj Singh Gehlot, Mr. Mohan Singh and Mr. Dayanand Singh have provided<br />
personal guarantees in respect of certain loans availed by our Company. Also, Mrs. Shyamo Devi and Mrs. Usha<br />
Devi provide raw material to the Company.For details see ―Related Party Transactions‖ and “Financial<br />
Indebtedness‖ on pages 150 and 281, respectively.<br />
Our registered office and corporate office have been leased from Mrs. Sheela Gehlot, pursuant to lease deeds<br />
both dated April 1, 2007. Accordingly, Mrs. Sheela Gehlot is interested to the extent of lease rentals received by<br />
her from our Company for the lease of such space. Mrs. Sheela Gehlot purchased property located at plot no H-<br />
35 in Green Park Extension from our subsidiary, Moonvalley Realtors Private Limited in March 2009.<br />
Subsequently, our Company has, in relation to this land and other plots in South Delhi and Jasola, acquired sole<br />
development rights from Mrs. Sheela Gehlot covering approximately 2.43 acres of land in respect of our<br />
Ongoing Projects, namely the multi-unit apartments in Jasola and the multi-unit apartments in South Delhi.<br />
Further, our Company (through its Subsidiaries) has acquired sole development rights from persons belonging to<br />
our Promoter Group, i.e. Mrs. Nutan Gehlot in connection with our Ongoing Project at Panipat, and Mrs. Sunita<br />
Chaudhary in connection with our Planned Project at South Delhi. For details see “Our Business” on page 92..<br />
There can be no assurance that these agreements were negotiated on an arm‟s-length basis or that these<br />
agreements are in the best interests of our Company. In the event Mrs. Sheela Gehlot (or members of our<br />
Promoter Group) decides to terminate such agreements due to breach, it may materially and adversely affect our<br />
business, results of operations and financial condition.<br />
Certain of our Promoters / Directors also have directorships in our Group Entities whose memoranda allow them<br />
to engage in the business of construction and development of real estate. Additionally, all the individual<br />
promoters are related to each other and some of our Directors are also related to each other. For details, see<br />
“Our Management” and “Our Promoters and Group Entities” on page 132 and 142, respectively.<br />
36. Compliance with, and changes in, environmental, health and safety laws and regulations may<br />
adversely affect the development of our projects.<br />
We are subject to environmental and health and safety regulations in the ordinary course of our business,<br />
including governmental inspections, licenses and approvals of our project plans and projects during<br />
construction. We are required to conduct an environmental assessment for most of our projects before receiving<br />
regulatory approval. If environmental problems are discovered during or after the development of a project or if<br />
government authorities adopt more stringent regulations, we will have to be at all times in full <strong>com</strong>pliance with<br />
applicable regulatory requirements. We may need to incur substantial expense relating to clean up and other<br />
remedial measures and the value of a property could be adversely affected. In addition we are subject to an array<br />
of labour laws that require us to maintain health and safety standards for our employees. Due to the possibility<br />
of unanticipated regulatory developments, the amount and timing of future expenditure to <strong>com</strong>ply with these<br />
regulatory requirements may vary substantially from those currently in effect. We cannot assure you that our<br />
costs of <strong>com</strong>plying with current and future environmental, health and safety laws and regulations or any<br />
potential liabilities arising from any failure to <strong>com</strong>ply therewith will not adversely affect our business, financial<br />
condition and results of operations.<br />
37. We do not have certain records pertaining to historical legal and secretarial information.<br />
We have in the past misplaced share transfer forms relating to sale and purchase of our Equity Shares by our<br />
Promoters and sale and purchase of equity shares by our Company in our subsidiaries. Accordingly, an FIR was<br />
lodged by us with the Station House Office, Hauz Khas, New Delhi. As a result, information relating to the<br />
same in this Draft Red Herring Prospectus has been obtained from the books of records of the Company, the<br />
relevant subsidiaries and undertakings of the Promoters and Promoter Group.<br />
38. Certain of the entities forming part of our Group Entities have incurred losses in the past.<br />
Vijeta Properties Private Limited, a Group Entity incurred a loss of Rs. 0.03 million in fiscal 2008. We cannot<br />
assure you that Vijeta Properties Private Limited or our other Group Entities would not incur any losses in the<br />
future.<br />
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