RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits
RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits
RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits
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SECTION VII<br />
OTHER REGULATORY AND STATUTORY DISCLOSURES<br />
1. Authority for the Issue<br />
The issue of Equity Shares by the Company has been authorised by the resolution of the<br />
Board of Directors passed at their meeting held on April 2, 2009, which was subject to the<br />
approval of shareholders through a special resolution to be passed pursuant to Section<br />
81(1A) of the Companies Act. Subsequently, on May 29, 2009, the shareholders approved<br />
the Issue at the Extra-Ordinary General Meeting of the Company held at New Delhi.<br />
2. Prohibition by SEBI/RBI/Any other Authority<br />
The Company, its directors, its promoters, Promoter Group, the Group Companies, persons<br />
in control of the promoter companies, other companies with which the promoters/directors<br />
are associated as directors or as promoters are not prohibited from accessing/operating the<br />
capital markets or restrained from buying, selling or dealing in securities under any order or<br />
direction passed by SEBI or any other authority.<br />
Neither the Company nor its directors, associates, promoters, promoters Group companies<br />
or relatives of the Promoters have been detained as wilful defaulter by the RBI or<br />
government authorities. There are no violations of securities laws committed by any of them<br />
in the past or pending against them.<br />
3. Eligibility of the Company to enter the capital market<br />
The Company is eligible for the Issue as per Clause 2.2.1 of the SEBI (DIP) Guidelines as<br />
confirmed by the Auditors of The Company, M/s B.M. Chatrath & Co., Chartered<br />
Accountants, dated <strong>August</strong> 1, 2009<br />
.<br />
1. The Company has net tangible assets of at least Rs. 3 crores in each of the preceding<br />
three full years of which not more than 50% is held in monetary assets;<br />
2. The Company has had a pre-Issue net worth of not less than Rs. 1 crore in each of the<br />
three preceding full years;<br />
3. The Company has had a track record of distributable profits as per Section 205 of<br />
Companies Act, 1956 for at least three out of the immediately preceding five years;<br />
4. The proposed Issue size would not exceed five times the pre-Issue net worth as per the<br />
audited accounts for the year ended March 31, 2009;<br />
5. The name of the Company was changed to <strong>Globus</strong> <strong>Spirits</strong> Ltd on January 23, 2007. It<br />
does not represent any change in the business line or activity.<br />
The distributable profits as per Section 205 of the Companies Act, net worth and net tangible<br />
assets for the last five years are as under:<br />
(Rs. in lakhs except % age of monetary assets)<br />
For the year ended March 31<br />
Particular 2005 2006 2007 2008 2009<br />
Net Tangible Assets 1 1380.66 1930.07 3<strong>24</strong>0.38 5469.64 6963.35<br />
Monetary Assets 2 31.85 58.26 175.01 168.16 238.90<br />
Monetary Assets as a % of<br />
2.31 3.02 5.40 3.07<br />
Net Tangible Assets<br />
3.43<br />
Net Worth 3 1159.43 1683.53 2549.26 4683.62 5976.98<br />
Distributable Profits 4 23.94 523.88 865.52 1264.16 1293.15<br />
Notes:<br />
1 - Net Tangible Assets is defined as the sum of fixed assets (including capital work in<br />
progress and excluding revaluation reserves), trade investments, current assets<br />
(excluding deferred tax assets) less current liabilities (excluding deferred tax liabilities<br />
and long term liabilities).<br />
2 - Monetary assets comprise of cash and bank balances, public deposit account with the<br />
Government.<br />
3- Net worth has been defined as the aggregate of equity share capital and reserves,<br />
excluding miscellaneous expenditures, if any.<br />
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