Shopper's Stop Limited - Securities and Exchange Board of India

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Napean Sea Road, Mumbai – 400 006 (India) Akasaka Electronics Limited Service KEC International Limited Tenure: Adino Research Foundation Liable to retire by rotation Blow Plast Limited Nationality: Indian Imercius Technologies Limited Mr. Shahzaad Siraj Dalal 45 IL & FS Asset Management Limited Non-Executive Director Nominee of IL&FS Noida Toll Bridge Company Limited (IL & FS Investment Managers Limited IPF Online Limited S/o Late Mr. Siraj Ali Mohammed Dalal) Indraprastha Gas Limited Rashmi Apartments, 4 th Floor, Zip Telecom Limited ‘D’ Wing, 11, Carmichael Road, Mumbai - 400 026 (India) Datamatics Technologies Limited Service Development Investment Trustee Company Pvt Ltd Tenure: AIG Indian Equity Sectoral Fund LLC, Mauritius Liable to retire by rotation AIG Indian Equity Advisor LLC, Mauritius Nationality: Indian Bharat Serums & Vaccines Limited Ethypharm LLC Private Limited SARA Fund Trustee Company Limited IL & FS Venture Fund – Trustee IL & FS Investment Managers Limited Investors’ Services of India Limited IL & FS Education and Technology Services Limited (Earlier Known as School Net India Limited) Tejas Networks India Limited Future Software Limited Mr. Nitin J Sanghavi Independent Non- Executive Director (S/o Mr. Jagubhai Sanghavi). 15, Sunningdale Avenue, Alwoodley, Leeds LS17 7SD, (UK) 55 Sanghavi Associates Limited Professor/ Consultant Tenure: Liable to retire by rotation Nationality: British Ms. Bala Deshpande 40 Non-Executive Director Webquity eMarketing Private Limited 73
D/o Mr. Veeragnanta Venkata Ramana Subrahmanyam 202, Cozy Dell, 191, St. Andrew’s Road, Traveljini.com Limited Billjunction Payments Limited Bandra (West), Café Network Limited Mumbai - 400 050 (India) Crossword Book Stores Limited Service Indus League Clothing Limited Nominee Director of ICICI Venture. Mars Restaurants Private Limited Tenure: : Welspun India Ltd Liable to retire by rotation Pantaloon Fashion (India) Limited Nationality: Indian Subhiksha Trading Services Limited Team Four Hospitality Services Private Limited Arvind Brands Limited Mitra Technology Foundation TJ Travel Services Private Limited TV Today Network Limited Arvind Fashions Limited Arvind Clothings Limited Mr. Deepak Ghaisas 46 Ebz Online P Ltd. Non-Executive Independent Director i-flex solutions Pte. (S/o Mr. Keshav V Ghaisas) i-flex America Inc. 7/118, Parleshwar Society, Flexcel International P Ltd. Ville Parle(East), Mumbai 400 057 Service Tenure: Liable to retire by rotation Nationality: Indian USV Ltd. Brief Biography of our Directors For further information on Mr. Chandru L. Raheja, Mr. Ravi C Raheja and Mr. Neel Raheja our directors who are also our Promoters, please refer to section titled “Our Promoter” on page no-81of this draft Red Herring Prospectus. Mr. B.S. Nagesh, 45 Years, is Customer Care Associate (CCA), Managing Director & CEO of our Company and has been with Shoppers’ Stop since the inception of the business as a division of IPHL in July 1991, and has been with us since our inception in 1997. He has over 23 years of experience and had earlier worked with Blow Plast, Orson and Carona before joining us. Mr. Nagesh holds an MBA from Benares Hindu University. Mr. Nagesh is credited for infusing the latest retail techniques into our Company and for blending the best of national and international talent within the Company. Mr. Nagesh has been awarded a number of awards over the years including “Most Admired Apparel Retail Professional of the Year” at the inaugural Images Fashion Awards 2000, the “Top CEO Award 2001” instituted by Institute of Marketing Management. He was also awarded the “CEO of the Year (2003) – Retail” by Clothing Manufacturers Association of India. 74
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draft Red Herring Prospectus Dated
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DEFINITIONS AND ABBREVIATIONS Term
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EPS Earnings per Share Equity Share
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Limited, K Raheja IT Park (Hyderaba
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SCRR Securities Contracts (Regulati
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SECTION I: RISK FACTORS CERTAIN CON
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RISK FACTORS Any investment in Equi
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we may require. Should we not execu
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unable to state with certainty abou
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in management, reduction in Promote
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We face competition for customers f
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27. Some of our Subsidiaries / Prom
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same in future. Currently none of t
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13. After this issue, the price of
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are mere irritants, others signific
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Our Success Factors We believe the
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Corporate Information Shopper’s S
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(Rupees in Millions except per shar
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GENERAL INFORMATION Shopper’s Sto
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2. ON THE BASIS OF SUCH EXAMINATION
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Filing A copy of the Red Herring Pr
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Co-Book Running Manager IL&FS INVES
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9 Running the Book, Deciding pricin
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Bankers to the Company UTI Bank Lim
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Enam Securities Pvt Limited 84B, Kh
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(a) At an Extra Ordinary General Me
Page 53 and 54: 11. Our Promoters, Promoters Group,
Page 55 and 56: Top ten shareholders two years prio
Page 57 and 58: Particulars ESOP - I (01-02) At fac
Page 59 and 60: OBJECTS OF THE ISSUE The Objects of
Page 61 and 62: As at the date of this draft Red He
Page 63 and 64: All India - Distribution of househo
Page 65 and 66: Exposure to international trends
Page 67 and 68: The Indian apparel market The brand
Page 69 and 70: Growth in Organised Retail Share of
Page 71 and 72: Global Retail Business …changing
Page 73 and 74: The Indian Mall Scene in 2005 30 25
Page 75 and 76: Modern Retailing Formats Format Def
Page 77 and 78: Shopper’s Stop business has grown
Page 79 and 80: Experienced professional management
Page 81 and 82: 4. Introducing new brands and devel
Page 83 and 84: DISTRIBUTION & LOGISTICS Our operat
Page 85 and 86: Gurgaon Mumbai (6) Jaipur Bangalore
Page 87 and 88: Visual Merchandising We use our Vis
Page 89 and 90: Our arrangements with our vendors W
Page 91 and 92: 4. Reduce operational risks by perm
Page 93 and 94: Human Resources RAMCO HRMS 2001 Our
Page 95 and 96: Communication to Employees We also
Page 97 and 98: Milestones of Our Business Year Eve
Page 99 and 100: 24, November, 2003 March 31, 2004 J
Page 101 and 102: Carlton Trading Private Limited K.
Page 103: Mr. Basavanhalli S Nagesh CCA, Mana
Page 107 and 108: The provisions of the Listing Agree
Page 109 and 110: Change in Board of Directors in the
Page 111 and 112: Changes in our Key Managerial Perso
Page 113 and 114: Mr. Ravi C. Raheja, 33, B.Com and M
Page 115 and 116: CASA MARIA PROPERTIES PRIVATE LIMIT
Page 117 and 118: Cape Trading Pvt. Ltd. 17.49 Anbee
Page 119 and 120: Raghukool Estate Development Pvt. L
Page 121 and 122: Financial Performance The financial
Page 123 and 124: Shareholding Pattern The shareholdi
Page 125 and 126: channels of business either directl
Page 127 and 128: Shareholding Pattern As on July 31,
Page 129 and 130: BEACH HAVEN PROPERTIES PRIVATE LIMI
Page 131 and 132: Shareholding Pattern: The sharehold
Page 133 and 134: K. RAHEJA SERVICES PRIVATE LIMITED.
Page 135 and 136: This company is a part of the K. Ra
Page 137 and 138: apartment structures or residential
Page 141 and 142: Shareholding Pattern: The sharehold
Page 145 and 146: However, since these entities were
Page 147 and 148: Casa Maria Properties Pvt. Ltd. 4.5
Page 149 and 150: K. RAHEJA DEVELOPMENT & CONSTRUCTIO
Page 151 and 152: Names of Shareholder Percentage Sha
Page 153 and 154: Mumbai Undivided Properties and Ent
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Matsyagandha Investments & Finance
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Shareholding Pattern: The sharehold
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NANDJYOT PROPERTIES & HOTELS PVT. L
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Shri C.L. Raheja HUF 4.19 Shri C.L.
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Sheilla Mittal 6 Badal Mittal (HUF)
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Nitin D.Advani 15 Gavotte Traders P
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RELATED PARTY TRANSACTION Related p
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SECTION IV: FINANCIAL INFORMATION M
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Customer Entry Period ending March
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Vendor Arrangements As a retailer,
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We also receive sponsorship income,
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Administration expenses include exp
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Current Liabilities Our current lia
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Earnings before Interest, Depreciat
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Earnings before Interest Depreciati
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Our capital expenditure plan as per
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7. Seasonality of business Our busi
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Company Year ended Audited by SSL 3
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A . B SHOPPERS' STOP LIMITED ANNEXU
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Net Profit/(Loss) after Tax as per
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an item from the concession store.
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NOTES TO THE SUMMARY STATEMENTS (Ru
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9. On 31 March 2004 the Company eff
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170 31st March, 2001 Purchase of Me
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INCOME SALES : UPASNA TRADING LIMIT
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Liability for leave encashment, a d
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176 Depreciation (%) Asset Previous
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INCOME SALES : Of Products Traded i
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effective ownership control is reta
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6. The Company acquired its present
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INCOME SALES : Service Charges Othe
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SHOPPERS' STOP. COM (INDIA) LIMITED
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SHOPPERS’ STOP. COM INDIA LIMITED
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SHOPPERS' STOP LIMITED ANNEXURE V A
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SHOPPERS' STOP LIMITED ANNEXURE VII
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SHOPPERS' STOP LIMITED ANNEXURE - I
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Investment in Upasna Trading Pvt. L
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7. Under section 54ED of the Income
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SHOPPERS' STOP LIMITED ANNEXURE XII
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SHOPPERS' STOP LIMITED ANNEXURE XII
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4. The future minimum rental paymen
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Since trading of our Equity Shares
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Who can Apply ** Terms of Payment M
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Note: The BRLMs, Co-BRM ,Syndicate
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evision in the Price Band, the Issu
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Investor Category such as Individua
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Advertisement regarding Issue Price
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3. Only Employees on the rolls of t
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(vii) On or after the Designated Da
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) an agreement dated ---------- wit
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Interest on Refund of excess Bid Am
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occupy a prime location in the mall
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SECTION VI: LEGAL AND REGULATORY IN
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OUTSTANDING LITIGATIONS Except as d
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M. Pending Litigations of companies
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E) Litigation pending -Customs and
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Rahej a (Resp- 4) 236 Group in thes
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sources'. The company filed an appe
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ASSESSMENT YEAR -1997-98 K. Raheja
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ASSESSMENT YEAR -1999-00 K. Raheja
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espect of the adjacent plot No 96.
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Suit No. 542 of 2000 Court of Civil
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The Resort ,a division of K. Raheja
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1993. Aggrieved by the order of the
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D) Litigation Pending - Sales Tax /
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High Court of Mumbai HC-WP(PIL)NO 9
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Small Causes Court, Bandra Rent Arr
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into arrangement and settlement at
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Undivided Entities or the Residual
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Small Cause Court, Bandra Rent Arre
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L) Arrears on cumulative preference
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The order of Commissioner of Income
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Writ Petition No. 39258 & 59/1999 M
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City Civil Court, Bangalore MA 170
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S.M. Ramachandra, S.M. Krishnappa s
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Case No. DUS/45-A/DVL/827/98-99 Sub
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Case No. DUS/45-A/DVL/2/94-95 Sub-R
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Case No. 45-A/DVL/SM/71/94-95 Sub-R
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Case No. 45-A/DVL/SM/81/94-95 Sub-R
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Case No. 45-A/DVL/63/96-97 (PO) Sub
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Case No. 45-A/DVL/7/98-99 (PO) Sub-
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Case No. 45-A/DVL/52/96-97(PO) Sub-
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Case No. 45-A/DVL/66/96-97(PO) Sub-
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Writ Petition No.3480/2001 Raj Trus
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H) Litigation Pending - Labour, Emp
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Complaint. No.875/2002 City Civil C
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eminder letters dated 2 nd November
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D) Litigation pending - Sales Tax /
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Metropolitan Magistrate,Mumbai CC N
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G) Economic / criminal / civil offe
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Assessment Year 2000-01(local) K.R
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M) Pending Litigations of companies
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Brief details of the above material
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( i) Maharashtra-Mumbai - Andheri -
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4. Rajasthan - Jaipur 1420 / 05116
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OUR SUBSIDIARIES We have not receiv
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case a Bid is rejected in part, the
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Method of Proportionate Basis of Al
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Purchase/ of Property NEW STORES Sr
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Remuneration of Managing Director M
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FORFEITURE OF SHARES 41. If a Membe
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shall be conclusive evidence of the
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63. If the Person aforesaid shall e
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Notice of Proposed Transfer 70. Bef
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(l) Any one of two or more joint ho
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90. The chairman, if any, of the Bo
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106. The instrument appointing a pr
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the validity of the said representa
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166. Any General Meeting may, subje
Page 373 and 374:
MATERIAL CONTRACTS AND DOCUMENTS FO
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DECLARATION All the relevant provis
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Shopper's Stop Limited - Securities and Exchange Board of India

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