lumax auto technologies limited - Securities and Exchange Board of ...

Lumax Auto Technologies Limited
issued is lower than the issue price of this issue which will be determined at the closer of the
issue period.
Our promoters will control us as long as they own a majority of our Equity Shares, and our
other shareholders will be unable to affect the outcome of shareholder voting during such
time.
After the completion of the Issue, the Promoters will own approximately 59.28% of our issued
Equity Share Capital. So long as the promoters own a majority of our Equity Shares, they will be
able to elect our entire board of directors and remove any director, by way of a resolution
approved by a simple majority of shareholders in a general meeting. The promoters will be able
to control most matters affecting us, including the appointment and removal of our officers; our
business strategy and policies; any determinations with respect to mergers, business
combinations and acquisitions or dispositions of assets; our dividend payout; and our capital
structure and financing. Further, the extent of the promoters’ shareholding in us may result in
delay or prevention of a change of management or control of our company, even if such a
transaction may be beneficial to our other shareholders.
Risk arising out of outstanding litigation against the company:
a) Pertaining to tax matters
Sr
No
Party Issue Place of
Litigation
1 Excise
Department
Cenvat
credit to be
given
2 Income Tax Disallowanc
e of expense
towards
stamp duty
and filing
fees
xii
Case
No/Date
Instituted
Claim
Amount
(Rs in
lakhs)
Pune -- 2.35 No
Pune Pn/Cir.8/p
enalty/200
5-06
0.40 No
Provision made in
the balance sheet
Case History:
1) Show cause notice was given by Central Excise Department, Pune for availing the Cenvat
credit of Rs. 2.35 lakhs against the goods delivered to M/s Bajaj Auto Ltd., Chakan near
Pune. The appeal has been filed by the Company for the same. The case is pending at
appellate tribunal.
2) Notice was issued by the office of Deputy Commissioner of Income Tax, Pune u/s 271(1)(c)
for sum of Rs. 40,000/- outstanding for the A.Y. 2002-03 on October 31, 2005. The Company
has filed an appeal for the same. The case is pending with CIT(A).
b) Others
� Notice given by ROC for not filing the form 8 & 13 within 30 days from the date of
creation of charge.
Notice was issued by ROC for the above on February 28, 2006. The petition has been filed for the
same by the Company before Company Law Board on June 20, 2006.
� Show cause notice issued by ROC for violation of Section 383A
Show cause notice was issued on November 21, 2005 for violation of Section 383 A as we did not
have Wholetime Company Secretary.