Transcription of GANGA PHARMACEUTICALS LIMITED
1 Draft Prospectus Fixed Price Offer Dated: September 24, 2015 Please read Section 32 of the Companies Act, 2013 GANGA PHARMACEUTICALS LIMITED (Corporate Identity Number: U99999MH1989 PLC053392) Our Company was originally incorporated in Mumbai as GANGA PHARMACEUTICALS Private LIMITED on 11th September, 1989 under the provisions of the Companies Act, 1956 vide certificate of incorporation issued by the Registrar of Companies, Mumbai (the RoC ). Our Company was converted in to a Public LIMITED Company and consequently the name was changed to GANGA PHARMACEUTICALS LIMITED vide fresh certificate of incorporation dated 19th September, 1994 issued by the RoC, Mumbai.
2 For details of the changes in our name and registered office, please refer to the chapter titled History and Corporate Structure beginning on page 121of this Draft Prospectus. Registered Office: 1 - A, 802, Suncity Ph II, Kandivali East, Mumbai 400101,Maharashtra, India; Tel. No.: +91 250 609 8333/444; Fax No.: +91 250 2528602; Email: Website: Contact Person: Mr. Bharat Sharma, Compliance Officer PROMOTERS OF OUR COMPANY: MR. BHARAT B. SHARMA AND MRS. SRIJANA B. SHARMA PUBLIC OFFER OF 10,24,000 EQUITY SHARES OF FACE VALUE OF ````10/- EACH ( EQUITY SHARES ) OF GANGA PHARMACEUTICALS LIMITED ( OUR COMPANY OR THE ISSURE ) FOR CASH AT A PRICE ````15/- PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF ```` 5/- PER EQUITY SHARE) ( ISSUE PRICE ) AGGREGATING TO ```` LAKHS ( THE ISSUE )
3 , OF WHICH 51,200 EQUITY SHARES OF FACE VALUE OF ````10/- EACH FOR A CASH PRICE OF ````15/- PER EQUITY SHARE, AGGREGATING TO ```` LAKHS WILL BE RESERVED FOR SUBSCRIPTION BY MARKET MAKER ( MARKET MAKER RESERVATION PORTION ). THE ISSUE LESS THE MARKET MAKER RESERVATION PORTION ISSUE OF 9,72,800 EQUITY SHARES OF FACE VALUE OF ```` 10/- EACH AT AN ISSUE PRICE OF ```` PER EQUITY SHARE AGGREGATING TO ```` LAKHS (IS HEREINAFTER REFERRED TO AS THE NET ISSUE ).
4 THE ISSUE AND THE NET ISSUE WILL CONSTITUTE AND , RESPECTIVELY OF THE POST ISSUE PAID UP EQUITY SHARE CAPITAL OF OUR COMPANY. FOR FURTHER DETAILS, PLEASE REFER TO SECTION TITLED "TERMS OF THE ISSUE" BEGINNING ON PAGE 206OF THIS DRAFT PROSPECTUS. THE FACE VALUE OF THE EQUITY SHARES IS Rs. 10/- EACH AND THE OFFER PRICE OF Rs. 15/- TIMES OF THE FACE VALUE. THIS ISSUE IS BEING MADE IN TERMS OF CHAPTER XB OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009( THE SEBI ICDR REGULATIONS ), AS ISSUE IS A FIXED PRICE ISSUE AND ALLOCATION IN THE NET ISSUE TO THE PUBLIC WILL BE MADE IN TERMS OF REGULATION 43(4) OF THE SEBI (ICDR) REGULATIONS 2009, AS AMENDED.
5 FOR FURTHER DETAILS, PLEASE REFER TO SECTION TITLED "OFFER PROCEDURE" BEGINNING ON PAGE 214 OF THIS DRAFT PROSPECTUS. Retail Individual Investors may participate in the Offer through an Application Supported by Blocked Amount ("ASBA") process providing details about the bank account which will be blocked by the Self Certified Syndicate Banks ("SCSBs"). However, investors other than Retail Individual Investors shall compulsorily participate through the ASBA process only providing details about the bank account which will be blocked by the SCSBs.
6 In case of delay, in refund if any, our Company shall pay interest on the application money at the rate of 15% per annum for the period of delay. For further details, please refer to section titled "Offer Procedure" beginning on page 214 of this Draft Prospectus. RISKS IN RELATION TO FIRST OFFER This being the first public Offer of our Company, there has been no formal market for our Equity Shares. The face value of the Equity Shares of our Company is `10/- and the Offer Price of `15/- per Equity Share times of face value.
7 The Offer Price (as determined and justified by our Company in consultation with the Lead Manager, as stated under the chapter Basis for Offer Price beginning on page 73 of this Draft Prospectus) should not be taken to be indicative of the market price of the Equity Shares after such Equity Shares are listed. No assurance can be given regarding an active and/ or sustained trading in the Equity Shares or regarding the price at which the Equity Shares will be traded after listing. GENERAL RISKS Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in the Offer unless they can afford to take the risk of losing their investment.
8 Investors are advised to read the risk factors carefully before taking an investment decision in the Offer. For taking an investment decision, investors must rely on their own examination of our Company and the Offer, including the risks involved. The Equity Shares have not been recommended or approved by the Securities and Exchange Board of India ( SEBI ), nor does SEBI guarantee the accuracy or adequacy of the contents of this Draft Prospectus. Specific attention of the investors is invited to the section titled Risk Factors beginning on page 15 of this Draft Prospectus.
9 ISSUER`S ABSOLUTE RESPONSIBILITY Our Company having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Prospectus contains all information with regard to our Company and the Offer, which is material in the context of the Offer, that the information contained in this Draft Prospectus is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Draft Prospectus as a whole or any of such information or the expression of any such opinions or intentions, misleading, in any material respect.
10 Further, the Company, having made all reasonable inquiries, accept responsibility for and confirm that the information relating to the Company contained in this Draft Prospectus is true and correct in all material aspects and is not misleading in any material respect. LISTING The Equity Shares offered through this Draft Prospectus are proposed to be listed on the SME Platform of BSE LIMITED ( BSE ). In terms of the Chapter X-B of the SEBI (ICDR) Regulations, 2009, as amended from time to time, we are not required to obtain an in-principal listing approval for the shares being offered in the Offer.