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ights or control over a company, whether individually or acting in concert with others. These provisions<br />

may discourage or prevent certain types of transactions involving an actual or threatened change in control<br />

of us. For more information, see “The Indian Securities Market – Takeover Code”.<br />

Our ability to freely raise foreign capital may be constrained by Indian law.<br />

As a pharmaceutical company, while we are classified by the Indian government for automatic approval of<br />

foreign direct equity investment, we do require regulatory approvals to raise more than U.S.$500 million of<br />

foreign currency denominated indebtedness outside India in a single transaction. The need to obtain such<br />

regulatory approval could constrain our ability to raise the most cost effective funding, which may<br />

adversely affect our future growth. We cannot assure you that any required approvals will be given when<br />

needed or at all or that such approvals if given will not have onerous conditions.<br />

Current Indian government policy allows 100% foreign ownership of Indian companies in the<br />

pharmaceutical sector. However, the Indian government may change this policy in the future, and restrict<br />

the shareholding of foreign investors. If such change restricted our ability to issue and foreign investors’<br />

ability to hold shares above a specified limit, we may be restricted in our ability to raise additional funding<br />

through equity issuances in the future.<br />

Risks Relating to the Equity Shares<br />

An investor will not be able to sell any of the Equity Shares subscribed in the Issue other than on a<br />

recognised Indian stock exchange for a period of 12 months from the date of the Issue of Shares.<br />

Pursuant to the SEBI Regulations, for a period of 12 months from the date of the issue of Shares in the<br />

Issue, Qualified Institutional Buyers subscribing to the Equity Shares in the Issue may only sell their Equity<br />

Shares on the Bombay Stock Exchange and the National Stock Exchange (the “Indian Stock Exchanges”)<br />

and may not enter into any off-market trading in respect of these Equity Shares. We cannot be certain that<br />

these restrictions will not have an impact on the price of the Equity Shares.<br />

You may be subject to Indian taxes arising out of capital gains on the sale of the Equity Shares.<br />

The sale of Shares by any holder may give rise to tax liability in India and in the country of your residency<br />

(where Double Taxation Agreement provisions do not exist), as discussed in “Taxation”.<br />

There may not be an active or liquid market for our Equity Shares, which may cause the price of the<br />

Equity Shares to fall and may limit your ability to sell the Equity Shares.<br />

The price at which the Equity Shares will trade after this Issue will be determined by the marketplace and<br />

may be influenced by many factors, including:<br />

· our financial results and the financial results of the companies in the businesses we operate in;<br />

· the history of, and the prospects for, our business and the sectors and industries in which we<br />

compete;<br />

· the valuation of publicly traded companies that are engaged in business activities similar to ours;<br />

and<br />

· significant developments in India's economic liberalization and deregulation policies.<br />

There is no assurance regarding the continuity of the existing active or liquid market for our Equity Shares<br />

or the ability of investors to sell Equity Shares or the prices at which the investors may be able to sell the<br />

Equity Shares.<br />

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