India has experienced significant natural disasters such as earthquakes, a tsunami, floods, drought, fires and spread of pandemic diseases such as the H5N1 avian flu and the H1N1 swine flu, in the past few years. The extent and severity of these natural disasters determines their impact on the Indian economy and infrastructure. Prolonged spells of abnormal rainfall and other natural calamities could have an adverse impact on the Indian economy in which we operate, which could adversely affect our business and the price of our Equity Shares.
Prominent Notes
1. This is a Public Issue of 60,00,000 Equity Shares of face value of ` 10/- each for cash at a price of ` [●] per Equity Share (including share premium of ` [●] per Equity Share) aggregating to ` [●]. The Issue will constitute 48.00% of the post Issue paid-up capital of our Company.
2. Our Company was originally incorporated as “CRP Technologies (India) Private Limited” on March 06, 2000 under the Companies Act, 1956 vide Certificate of Incorporation issued by the Deputy Registrar of Companies, Maharashtra at Mumbai. Our Company was converted into a public limited company vide a fresh Certificate of Incorporation dated June 23, 2011, issued by the Deputy Registrar of Companies, Maharashtra at Mumbai and consequently the name of our Company was changed to its present name “CRP Technologies (India) Limited”. The Corporate Identification Number of our Company is U72100MH2000PLC124689.
3. This being an Issue for Equity Shares representing more than 25% of the post-Issue equity share capital of the Company, Equity Shares will be offered to the public for subscription in accordance with Rule 19(2)(b)(i) of the Securities Contracts (Regulation) Rules, 1957, as amended ("SCRR"), and the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended ("SEBI ICDR Regulations"). The Issue is being made under sub- regulation (2)(a)(i) and (2)(b)(i) of Regulation 26 of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (“SEBI ICDR Regulations”) and through the 100% Book Building Process wherein at least 50% of the Issue shall be allocated on a proportionate basis to Qualified Institutional Buyers, of which 5% shall be available for allocation on a proportionate basis to Mutual Funds only and the remaining QIB portion shall be available for allocation to the QIB Bidders including Mutual Funds, subject to valid Bids being received at or above the Issue Price. Further, not less than 35% of the Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders and not less than 15% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders, subject to valid Bids being received at or above the Issue Price.
4. If at least 50% of the Net Issue cannot be allotted to QIBs, then the entire application money shall be refunded forthwith. Under-subscription, if any, in any category (except the QIB portion) would be allowed to be met with spill over from any other category at the discretion of our Company, in consultation with the BRLM, and the Designated Stock Exchange; and in accordance with applicable laws, rules, regulations and guidelines, subject to valid bids being received at or above the Issue Price. For more information, please refer to chapter titled ‘Issue Procedure’ beginning on page 177 of the Draft Red Herring Prospectus.
5. All non-retail Bidders, shall participate in this Issue through the Application Supported by Blocked Amount ("ASBA") process. Retail Bidders participating in this Issue may also utilize the ASBA process to submit their Bids. For details, please refer to the chapter titled ‘Issue Procedure’ beginning on page 177 of the Draft Red Herring Prospectus.
6. Investors may contact any of the BRLM for any complaint pertaining to the Issue. All grievances relating to ASBA may be addressed to the Registrar to the Issue, with a copy to the relevant SCSBs, giving full details such as name, address of the Bidder, number of Equity Shares for which the Bidder applied, Bid Amounts blocked, ASBA Account number and the Designated
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Branch of the SCSBs where the ASBA Form has been submitted by the ASBA Bidder. For contact details of the BRLM and the compliance officer, please refer to the front cover page. 7. Our Net Worth as at March 31, 2011 is ` 584.70 lacs, as per our restated audited financial
statements, under Indian GAAP included in the Draft Red Herring Prospectus. The Net Asset Value per Equity Share as at March 31, 2011 is ` 389.80 as per our restated audited financial statements, under Indian GAAP included in the Draft Red Herring Prospectus. For further details, please refer to chapter titled ‘Financial Information’ beginning on page 127 of the Draft Red Herring Prospectus.
8. The average cost of acquisition per Equity Share by our Promoters is set forth in the table below:
Name of the Promoter Average cost of acquisition (in `)
Mr. Hitesh Asrani 0.27
For further details relating to the allotment of Equity Shares to our Promoter, please refer to the Chapter titled “Capital Structure” beginning on page 48 of the Draft Red Herring Prospectus.
9. Other than as stated in the Chapter titled “Capital Structure” beginning on page 48 of this Draft Red Herring Prospectus, our Company has not issued any Equity Shares for consideration other than cash.
10. The details of the business interest of our Group Companies are appearing under Related Party Transactions, “Annexure XV” beginning on page 141 under Chapter titled “Auditors’ Report and Financial Information of our Company” beginning on page 127 of the Draft Red Herring Prospectus.
11. The details of the transactions by the our Company with its Group Companies are appearing under Related Party Transactions, “Annexure XV” beginning on page 141 under Chapter titled “Auditors’ Report and Financial Information of our Company” beginning on page 127 of the Draft Red Herring Prospectus.
12. No part of the Issue proceeds will be paid as consideration to Promoters, Directors, Key Managerial Personnel or persons forming part of Promoter Group.
13. For details of liens and hypothecation on the movable and immovable properties and assets of our Company please refer “Annexure X” under Chapter titled “Auditors’ Report And Financial Information of our Company” beginning on page 127 of the Draft Red Herring Prospectus.
14. Our Company does not have any contingent liabilities outstanding as on March 31, 2011.
15. Our Company and the BRLM shall update the Draft Red Herring Prospectus in accordance with the Companies Act, 1956. All information shall be made available by our Company and the BRLM to the public and investors at large and no selective or additional information would be available for a section of the investors in any manner whatsoever including at road shows, presentations, in research or sales reports, at bidding centres etc.
16. There has been no financing arrangement whereby the Promoter Group, our Directors and their relatives have financed the purchase, by any other person, of securities of our Company during the period of six months immediately preceding the date of the Draft Red Herring Prospectus. 17. Trading in Equity Shares of our Company shall be in dematerialized form only for all investors.
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SECTION IV – INTRODUCTION