Capa de Sensores.

Except as described below, there are no outstanding litigations, suits, civil or criminal prosecutions, proceedings before any judicial, quasi-judicial, arbitral or administrative tribunals, including pending proceedings for violation of statutory regulations or, alleging criminal or economic offences or tax liabilities or any other offences (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under paragraph (i) of Part 1 of Schedule XIII of the Companies Act) against our Company, our Directors, our Promoter and our Group Entities that would have a material adverse effect on our business. Further there are no defaults, non-payments or overdue of statutory dues, institutional/bank dues and dues payable to holders of debentures or fixed deposits and arrears of cumulative preference shares that would have a material adverse effect on our business. This section has been divided into six parts:

Part 1 Contingent Liabilities of our Company Part 2 Litigation relating to our Company Part 3 Litigation against out Directors

Part 4 Litigation relating to our Promoter and Group Companies Part 5 Other Disputes of the Company

Part 6 Amounts owed to Small Scale Undertakings and other Creditors Part 7 Material Developments

Part 1 - CONTINGENT LIABILITIES OF OUR COMPANY

As on 31-12-11, there is Contingent Liability amounting to ` 1,90,00,000 in the form of Bank Guarantees.

Part 2 - LITIGATION RELATING TO OUR COMPANY (A) FILED AGAINST OUR COMPANY

1. Litigation Involving Civil Laws: Nil 2. Litigation Involving Criminal Laws: Nil

3. Litigation Involving Securities and Economic Laws:

The Company has filed a petition no. 611/141/CLB/MB/2008 under section 141 of the Companies Act, 1956 praying for condonation of delay in filling Form 8 with the ROC (Mumbai). A charge was created on January 10, 2007 for ` 1,00,00,000/- in favor M/s Centurion Bank of Punjab. However the Company did not file the required form within the stipulated period of one month. There was default for a period from February 10, 2007 to April 30, 2007 on which the Company filed the required Form 8. The Company Law Board, Mumbai by an order dated May 7, 2008 has extended the time for filling the same upto April 30, 2007 and also charged a penalty of ` 1500/- on the Company. The required penalty has been paid by the Company.

 

4. Litigation Involving Statutory Laws: Nil 5. Litigation Involving Labour Laws: Nil (B) FILED BY THE ISSUER COMPANY Litigation Involving Civil Laws: Nil

1. Litigation Involving Criminal Laws: Nil

2. Litigation Involving Securities and Economic Laws: Nil 3. Litigation Involving Statutory Laws: Nil

Litigation Involving Labour Laws: Nil

PART 3 - LITIGATION AGAINST OUR DIRECTORS A. Litigations against Directors of the Company: Nil B. Cases Filed by Directors of the Company: Nil

PART 4 - LITIGATION RELATING TO OUR PROMOTER AND GROUP COMPANIES

• OUR PROMOTER

A. Litigation against Promoter of the Company: Nil B. Cases Filed by Promoter of the Company: Nil

• OUR PROMOTER GROUP AND GROUP COMPANIES

A. Litigation against Promoter Group and Group Companies of the Issuer Company: Nil B. Cases Filed by Promoter Group and Group Companies of the Issuer Company: Nil PART 5 – OTHER DISPUTES

There are no other disputes in relation to our Company, its Promoters, its Directors, or our Group Companies.

PART 6 – AMOUNTS OWED TO SMALL SCALE UNDERTAKINGS AND OTHER CREDITORS

Amount owed to small scale undertakings and other creditors is not determined.

PART 7 – MATERIAL DEVELOPMENTS OCCURING AFTER LAST BALANCE SHEET DATE, THAT IS DECEMBER 31, 2011

There has been no material development in relation to our Company, its Promoters or our Group Companies since December 31, 2011.

 

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GOVERNMENT AND OTHER KEY APPROVALS

We have received the necessary consents, licenses, permissions and approvals from the Government and various governmental agencies required for our present business (as applicable on date of this Prospectus) and except as mentioned below, no further approvals are required for carrying on our present business.

In view of the approvals listed below, we can undertake this Issue and our current/proposed business activities and no further major approvals from any governmental or regulatory authority or any other entity are required to be undertaken in respect of the Issue or continue our business activities. It must be distinctly understood that, in granting these approvals, the Government of India does not take any responsibility for our financial soundness or for the correctness of any of the statements made or opinions expressed in this behalf. Unless otherwise stated, these approvals are all valid as of the date of this Prospectus.

The main objects clause of the Memorandum of Association and objects incidental to the main objects enable our Company to carry out its activities.

The following statement sets out the details of licenses, permissions and approvals taken by us under various central and state laws for carrying out business.

APPROVALS FOR THE ISSUE

1.

The Board of Directors have pursuant to resolution passed at its meeting held on May 16th, 2011

authorised the Issue, subject to the approval by the shareholders of the Company under Section 81(1A) of the Companies Act.

2.

The shareholders have, pursuant to a resolution dated May 20th, 2011 under Section 81(1A) of

the Companies Act, authorised the Issue.

3.

In principal Approval from the National Stock Exchange dated October 7th_{, 2011}

4.

In principal Approval from the BSE dated September 14th_{, 2011}

INCORPORATION DETAILS OF THE COMPANY

1. Certificate of Incorporation dated February 17, 1998 was issued by the Registrar of Companies,

Maharashtra, Mumbai (ROC) in the name of “Chaitanya Contractors and Engineers Private

Limited”.

2. Fresh Certificate of Incorporation dated August 31, 2007 was issued by the ROC upon the change in name of the Company from “Chaitanya Contractors and Engineers Private Limited” to “VKS Projects Private Limited”.

3. Fresh Certificate of Incorporation dated November 3, 2010 was issued by the ROC upon the change of name on conversion to a Public Limited Company. The name of the Company “VKS Projects Private Limited” was thereafter changed to “VKS Projects Limited”.

 

GENERAL AND CORPORATE APPROVALS Municipal Approval

1. Registration Certificate of Establishment dated June 8, 2011 bearing Registration number: CE31194 issued under the Bombay Shops and Establishment Act, 1948 by the Senior Inspector, Bombay Shops and Establishment for our Registered Office situated at 507, B-Wing, Sai Sangam, Sector- 15, CBD Belapur, Navi Mumbai. The Certificate is valid till December 31, 2013.

Taxation Related Approvals and Licenses

1.

Certificate of Registration dated August 17, 1998 bearing registration number PT/R/1/2/12/8673

issued under the Maharashtra State Tax on Professions, Trades, Callings and Employments Act, 1975 by the Sales Tax Officer Thane.

2.

Certificate of Enrollment dated August 14, 1998 bearing Registration No. PT/E/1/2/12/18/1431

issued under The Maharashtra State Tax on Professions, Trades, Callings and Employments Act, 1975 by the Sales Tax Officer, Thane.

3.

Tax Deduction Account Number (TAN) MUMC13843C granted by the Income Tax Authority.

4.

Permanent Account Number (PAN) AAACC9164E granted by the Income Tax Authority.

5.

Certificate of Registration dated January 17, 2009 issued under The Central Sales (Registration

and Turnover) Rules, 1957, bearing Tax Identification Number (TIN) 27690251817C issued by the Sales Tax Officer for sale and resale of fabrication contract. The certificate is valid from April 1, 2006 until cancelled.

6.

Certificate of Registration dated January 17, 2009, issued under The Maharashtra Value Added Tax Act, 2002, bearing Tax Identification Number (TIN) 27690251817V issued by the Sales Tax Officer, Thane. The Certificate is valid from April 1, 2006 until cancelled.

7.

Certificate of Registration dated December 17, 2008 issued under the Section 69 of the Finance

Act, 1994 (32 of 1994) bearing Service Tax Code Registration No. AAACC9164EST002 issued by the Office of the Assistant/Deputy Commissioner of Service Tax for erection, commissioning and installation maintenance or repair service.

8.

Certificate of Registration dated May 7, 2011 bearing Registration No. N.M.M.C/CEG/01/00462

under the Navi Mumbai Municipal Corporation Cess Rules issued by the Deputy Commissioner, Navi Mumbai Municipal Corporation Cess Department. The Certificate is valid from September 15, 1998.

Labour Related Approvals

General Labour Related Approvals

1.

Registration Certificate dated September 4, 2000 issued under the Employees Provident Fund and

Miscellaneous Provisions Act, 1952, bearing Registration Code No. MH 97454 by the Regional Provident Fund Commissioner, Maharashtra and Goa.

 

198 

2.

Letter dated April 25, 2008 addressed by Assistant Provident Fund Commissioner, Sub Regional Office, Vashi accepting the change of the name of the Company from "Chaitanya Contractors and Engineers Private Limited" to “VKS Projects Private Limited”.

3.

Registration Certificate dated 24 September, 1998 issued under the Employee’s State Insurance

Act, 1948, bearing Registration Code No. 31-39454-101 issued by the Regional Office Maharashtra Employees State Insurance Corporation.

4.

Letter dated April 29, 2011 addressed by Employee’s State Insurance Corporation, Sub Regional

Office, Thane for accepting the change of the name of the Company from "Chaitanya Contractors and Engineers Private Limited" to “VKS Projects Limited”.

Project Specific Labour Approvals

5.

License dated April 24, 2007, bearing License No.ACL/Raigad/CLA/LC-102/2007 authorizing the Company to act as Contractors, under the Contract Labour (Regulation and Abolition) Act, 1970 for “Deepak Fertilizers and Petrochemicals Corporation Limited” bearing Registered

Establishment No. ACL/Raigad/CLA/R-4/2004. This License is issued by the Government of Maharashtra Registering and Licensing Authority Raigad District and is valid from April 24, 2007. The same is renewed upto December 31, 2011. The Company shall not employ more than 100 contract labourers on any day. The Company has sub contracted portion of this work order on April 8, 2010.

The Company has received a work order from Thermax Engineering Construction Company Limited on June 30, 2011 for unloading, physical verification, preparation of material receipt report, storing implant transportation of all erection material and providing assistance during commissioning of work at the site of Deepak Fertilizers and Petrochemicals Corporation Limited. The Company has not sub contracted the work order of Thermax Engineering Construction Company Limited. For the sub contracted work, the Company would be using the same contract labourers deployed by it on the site of Deepak Fertilizers and Petrochemicals Corporation Limited, in relation to the contract assigned by them to the Company. Accordingly, no separate Contract Labour License has been obtained in respect of work order issued by Thermax Engineering Construction Company Limited.

6.

License dated May 2, 2011 bearing License No.B88/NSP/CL/2011 authorizing the Company to act as Contractors under the Contract Labour (Regulation and Abolition) Act, 1970 for “BLA Power Private Limited.” issued by the Government of Madhya Pradesh Licensing Officer Jabalpur. The

License is valid from May 2, 2011 to December 31, 2011. The Company shall not employ more than 50 contract labourers on any day. The Company has sub contracted portion of this work order on February 3, 2011.

7.

For all the work order mentioned on page 34 of the Prospectus, the Company sub contracts the

work to various subcontractors. The Company enters into a Purchase/Work Order with these sub- contractors wherein the sub contractors are liable to make all the statutory payments to their employees as required under the applicable laws which include but not limited to provident funds, state insurance and other employee benefits.

Other Approvals

1. Certificate of Registration dated May 24, 2011 bearing Certificate No. 684403 issued under ISO 9001:2008 Quality Certification for providing Installation (Erection) and Supporting Services in Industrial Plants, Pipeline Laying, Steel Fabrication and Plant Maintenance as per customer

In document Edificios inteligentes y sostenibles: arquitectura de percepción y control para la gestión de energía (página 101-107)