Chemcrux Enterprises

352 Pages·2017·5.1 MB·English

by  Rinkesh Saraiya

Draft Prospectus
Dated: January 16, 2017
Please read Section 26 of the Companies Act, 2013
100% Fixed Price Issue
CHEMCRUX ENTERPRISES LIMITED
Our Company was incorporated as “Chemcrux Enterprises Limited” at Vadodara, Gujarat as a Public Limited Company under the provisions of the Companies Act, 1956 vide
Certificate of Incorporation dated April 15, 1996 bearing Corporate Identification Number U01110GJ1996PLC029329 and Certificate of Commencement of Business dated
August 08, 1996 issued by Registrar of Companies, Gujarat, Dadra & Nagar Haveli. For details of Incorporation and Registered office of our Company, please refer to chapter
titled ‘General Information’ and ‘Our History and Certain Other Corporate Matters’ beginning on page 60 and 156 respectively of this Draft Prospectus.
Registered Office: T-7, National Plaza, R. C. Dutt Road, Vadodara - 390 007, Gujarat, India
Tel. No.: [phone] Fax No.: [phone]
Contact Person: Alpesh S. Makwana, Company Secretary and Compliance Officer
Email: [email protected] Website: www.chemcrux.com CIN: U01110GJ1996PLC029329
PROMOTERS OF OUR COMPANY: SANJAYBHAI MARATHE AND GIRISH SHAH
THE ISSUE
PUBLIC ISSUE OF 13,36,000 EQUITY SHARES OF FACE VALUE OF RS. 10 EACH (“EQUITY SHARES”) OF CHEMCRUX ENTERPRISE
LIMITED (THE “COMPANY”) FOR CASH AT A PRICE OF RS. 18.00 PER EQUITY SHARE, INCLUDING A SHARE PREMIUM OF RS. 8 PER
EQUITY SHARE (THE “ISSUE PRICE”), AGGREGATING RS. 240.48 LAKHS (“THE ISSUE”) OF WHICH 72,000 EQUITY SHARES OF FACE
VALUE RS. 10/- EACH FOR CASH AT A PRICE OF RS. 18.00 PER EQUITY SHARE, AGGREGATING RS. 12.96 LAKHS WILL BE RESERVED
FOR SUBSCRIPTIONS BY THE MARKET MAKER TO THE ISSUE (THE “MARKET MAKER RESERVATION PORTION”). THE ISSUE LESS
MARKET MAKER RESERVATION PORTION I.E. NET ISSUE OF 12,64,000 EQUITY SHARES OF FACE VALUE OF RS. 10 EACH FOR CASH
AT A PRICE OF RS. 18.00 PER EQUITY SHARE, AGGREGATING RS. 227.52 LAKHS IS HEREINAFTER REFERED TO AS THE “NET ISSUE”.
THE ISSUE AND THE NET ISSUE WILL CONSTITUTE 27.06% AND 25.61% RESPECTIVELY OF THE FULLY DILUTED POST ISSUE PAID UP
EQUITY SHARE CAPITAL OF OUR COMPANY.
THE FACE VALUE OF THE EQUITY SHARES IS RS. 10 EACH AND THE ISSUE PRICE OF RS. 18 IS 1.8 TIMES OF THE FACE VALUE OF
THE EQUITY SHARES.
In terms of SEBI Circular No. CIR/CFD/POLICYCELL/11/2015, All potential investors shall participate in the Issue 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”)
for the same. For details in this regard, specific attention is invited to the chapter titled “Issue Procedure” beginning on page 266 of this Draft Prospectus. A copy
will be delivered for registration to the Registrar as required under Section 26 of the Companies Act, 2013.
THE ISSUE IS BEING MADE IN ACCORDANCE WITH CHAPTER XB OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF
CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009, AS AMENDED FROM TIME TO TIME (“SEBI (ICDR) REGULATIONS”).
For further details please refer the chapter titled ‘The Issue Information’ beginning on page 259 of this Draft Prospectus.
RISKS IN RELATION TO FIRST ISSUE
This being the first public Issue of our Company, there has been no formal market for our Equity Shares. The face value of the Equity Shares of our Company is
Rs.10 and the Issue price of Rs. 18 per Equity Share is 1.8 times of the face value. The Issue Price (as determined by our Company in consultation with the Lead
Manager as stated in the chapter titled ‘Basis for Issue Price’ beginning on page 99 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 this Issue unless they can afford to take the
risk of losing their investment. Investors are advised to read the risk factors carefully before taking an investment decision in this Issue. For taking an investment
decision, investors must rely on their own examination of our Company and this Issue, including the risks involved. The Equity Shares Issued in the Issue 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 17 of this Draft Prospectus.
ISSUER’S ABSOLUTE RESPONSIBILITY
The Issuer, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Prospectus contains all information with regard to the Issuer
and this Issue, which is material in the context of this Issue, 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 or inclusion 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.
LISTING
The Equity Shares of our Company offered through this Draft Prospectus are proposed to be listed on the SME platform of BSE Limited (“BSE”). In terms of
the Chapter XB of the SEBI (ICDR) Regulations 2009, as amended from time to time. Our Company has received an approval letter dated [●] from BSE Limited
for using its name in this issue document for listing of our shares on the SME Platform of BSE Limited. For the purpose of this issue, SME Platform of the BSE
Limited shall be the Designated Stock Exchange.
LEAD MANAGER TO THE ISSUE REGISTRAR TO THE ISSUE
PANTOMATH CAPITAL ADVISORS PRIVATE LIMITED BIGSHARE SERVICES PRIVATE LIMITED
406-408, Keshva Premises, Behind Family Court, E/2, Ansa Industrial Estate,
Bandra Kurla Complex, Bandra (East), Sakivihar Road, Saki Naka, Andheri (East)
Mumbai – 400 051, Maharashtra, India Mumbai-400072, Maharashtra, India
Tel: [phone] Tel: + 91 22 40430200
Fax: [phone] Fax: [phone]
Website: www.pantomathgroup.com Email: [email protected]
Investor Grievance Email: [email protected]
Email: [email protected]
Website: www.bigshareonline.com
Investor Grievance Id: [email protected]
Contact Person: Babu Raphael
Contact Person: Saahil Kinkhabwala
SEBI Registration Number: INR000001385
SEBI Registration No:INM000012110
ISSUE PROGRAMME
ISSUE OPENS ON [●] ISSUE CLOSES ON [●]
Table of Contents
SECTION I – GENERAL .................................................................................................................................. 3
DEFINITION AND ABBREVIATION ........................................................................................................ 3
PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA.............................................. 14
FORWARD LOOKING STATEMENT ...................................................................................................... 16
SECTION II – RISK FACTORS ..................................................................................................................... 17
SECTION III – INTRODUCTION.................................................................................................................. 36
SUMMARY OF INDUSTRY ...................................................................................................................... 36
SUMMARY OF BUSINESS ....................................................................................................................... 50
SUMMARY OF FINANCIAL STATEMENTS ......................................................................................... 52
THE ISSUE .................................................................................................................................................. 58
GENERAL INFORMATION ...................................................................................................................... 60
CAPITAL STRUCTURE ............................................................................................................................ 67
OBJECTS OF THE ISSUE .......................................................................................................................... 93
BASIS FOR ISSUE PRICE ......................................................................................................................... 99
STATEMENT OF POSSIBLE TAX BENEFIT ........................................................................................ 102
SECTION IV – ABOUT THE COMPANY .................................................................................................. 105
OUR INDUSTRY ...................................................................................................................................... 105
OUR BUSINESS ....................................................................................................................................... 133
KEY INDUSTRY REGULATIONS AND POLICIES ............................................................................. 145
OUR HISTORY AND CERTAIN OTHER CORPORATE MATTERS .................................................. 156
OUR MANAGEMENT ............................................................................................................................. 161
OUR PROMOTER AND PROMOTER GROUP ..................................................................................... 174
OUR GROUP COMPANIES .................................................................................................................... 178
RELATED PARTY TRANSACTIONS .................................................................................................... 179
DIVIDEND POLICY ................................................................................................................................. 180
SECTION V – FINANCIAL STATEMENTS .............................................................................................. 181
FINANCIAL STATEMENTS AS RE-STATED ...................................................................................... 181
MANAGEMENT‘S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION ....................................................................................................................................... 221
FINANCIAL INDEBTEDNESS ............................................................................................................... 229
SECTION VI – LEGAL AND OTHER INFORMATION ............................................................................ 232
OUTSTANDING LITIGATION AND MATERIAL DEVELOPMENTS ............................................... 232
GOVERNMENT AND OTHER STATUTORY APPROVALS ............................................................... 238
OTHER REGULATORY AND STATUTORY DISCLOSURES ............................................................ 248
SECTION VII – ISSUE INFORMATION .................................................................................................... 259
TERMS OF THE ISSUE ........................................................................................................................... 259
ISSUE STRUCUTRE ................................................................................................................................ 264
ISSUE PROCEDURE ................................................................................................................................ 266
SECTION VIII – MAIN PROVISIONS OF ARTICLES OF ASSOCIATION ............................................ 309
SECTION IX – OTHER INFORMATION ................................................................................................... 347
MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION .................................................. 347
DECLARATION ........................................................................................................................................... 348

Page 1 of 351
The Equity Shares have not been and will not be registered under the U.S Securities Act of 1933, as
amended (―U.S. Securities Act‖) or any state securities laws in the United States of America and may not be
offered or sold within the United States or to, or for the account or benefit of, ―U.S. Persons (as defined in
Regulation S), except pursuant to exemption from, or in a transaction not subject to, the registration
requirements of the U.S. Securities laws. Accordingly the Equity Shares are being offered and sold only
outside the United States in offshore transaction in reliance on Regulation S under the U.S Securities Act and
the applicable laws of the jurisdiction where those offers and sale occur.
The Equity Shares have not been and will not be registered, listed or otherwise qualified in any other
jurisdiction outside India and may not be offered or sold, and application may not be made by persons in any
such jurisdiction, except in compliance with the applicable laws of such jurisdiction.

Page 2 of 351
SECTION I – GENERAL
DEFINITION AND ABBREVIATION
In this Draft Prospectus, unless the context otherwise requires, the terms and abbreviations stated hereunder
shall have the meanings as assigned therewith.
Company Related Terms
Term Description
AOA / Articles / Articles of Articles of Association of Chemcrux Enterprises Limited, as amended from
Association time to time.
Audit Committee The committee of the Board of Directors constituted as the Company‘s
Audit Committee in accordance with Section 177 of the Companies Act,
2013.
Bankers to the Company Such banks which are disclosed as Bankers to the Company in the chapter
titled ―General Information‖ on page 60 of this Draft Prospectus.
Board of Directors/ the Board The Board of Directors of Chemcrux Enterprises Limited, including all duly
/ our Board constituted Committee(s) thereof.
Company Secretary and The Company Secretary & Compliance Officer of our Company being
Compliance Officer Alpesh Makwana
―Chemcrux Enterprises
Limited ‖ or ―Chemcrux‖,
Unless the context otherwise requires, refers to Chemcrux Enterprises
―CEL‖ or ―the Company‖ ,or
Limited, a public limited Company incorporated under the Companies Act,
―our Company‖ or ―we‖,
1956
―us‖, ―our‖, or ―Issuer‖ or the
―Issuer Company‖
Director(s) Director(s) of Chemcrux Enterprises Limited, unless otherwise specified
Equity Shareholders Persons/ Entities holding Equity Shares of our Company
Equity Shares Equity Shares of our Company of face value of Rs. 10 each fully paid up
unless otherwise specified in the context thereof
Group Companies Such Companies as are included in the chapter titled ‗Our Group
Companies‘ beginning on page 178 of this Draft Prospectus
ISIN International Securities Identification Number. In this case being
INE298W01016.
MOA / Memorandum / Memorandum of Association of our Company, as amended from time to
Memorandum of Association time.
Peer Reviewed Auditor Independent Auditor having a valid Peer Reviewed Certificate in our case
being Naresh & Co., Chartered Accountants
Promoter Group Includes such persons and entities are constituting our promoter group in
terms of Regulation 2(1) (zb) of the SEBI (ICDR) Regulations and as
enlisted in the chapter titled ―Our Promoter and Promoter Group‖
beginning on page 174 of this Draft Prospectus.
―Promoter‖ or ―our Promoter‖ Promoter of our Company being Sanjaybhai Marathe and Girish Shah
Registered Office The Registered office of our Company situated at T-7, National Plaza, R. C.
Dutt Road, Vadodara- 390007, Gujarat, India.
RoC / Registrar of Companies The Registrar of Companies, Gujarat, Ahmedabad located at ROC Bhavan
,Opp Rupal Park Society, Behind Ankur Bus Stop, Naranpura, Ahmedabad
– 380013, Gujarat, India
Shareholders Shareholders of our Company
―Statutory Auditor‖ / The Statutory Auditor of our Company, being Naresh & Co., Chartered
―Auditor‖ Accountants.
―you‖, ―your‖ or ―yours‖ Prospective investors in this Issue
Issue Related Terms
Term Description
Page 3 of 351
Term Description
Acknowledgement Slip The slip or document issued by the Designated Intermediary to an Applicant
as proof of registration of the Application.
Allocation/ Allocation of The Allocation of Equity Shares of our Company pursuant to Issue of
Equity Shares Equity Shares to the successful Applicants
Allot/ Allotment/ Allotted Unless the context otherwise requires, issue and/ allotment of Equity Shares
of our Company pursuant to the Issue to successful Applicants.
Allotment Advice Note or advice or intimation of Allotment sent to the Applicants who have
been allotted Equity Shares after the Basis of Allotment has been approved
by the Designated Stock Exchange.
Allottee(s) Successful Applicant(s) to whom Equity Shares of our Company have been
allotted.
Applicant Any prospective investor who makes an application for Equity Shares of our
Company through ASBA in terms of the Draft Prospectus. (All the
applicants should make application through ASBA only).
An indication to make an offer during the Issue Period by an Applicant
pursuant to submission of an Application Form, to subscribe for or purchase
Application
our Equity Shares at Issue Price, including all revisions and modifications
thereto, to the extent permissible under the SEBI ICDR Regulations
Application Amount The number of Equity Shares applied for and as indicated in the Application
Form multiplied by the price per Equity Share payable by the Applicants on
submission of the Application Form.
Application Collecting 1. an SCSB, with whom the bank account to be blocked, is maintained
Intermediaries / Designated 2. a syndicate member (or sub-syndicate member), if any
Intermediaries 3. a stock broker registered with a recognised stock exchange (and whose
name is mentioned on the website of the stock exchange as eligible for
this activity) (‗broker‘)
4. a depository participant (‗DP‘) (whose name is mentioned on the
website of the stock exchange as eligible for this activity)
5. a registrar to an issue and share transfer agent (‗RTA‘) (whose name is
mentioned on the website of the stock exchange as eligible for this
activity)
Application Form The form, whether physical or electronic, in terms of which the Applicant
shall make an application to subscribe to the Equity Shares of our Company.
Application Supported by An application, whether physical or electronic, used by all Applicants to
Blocked Amount / ASBA make application authorizing a SCSBs to block the application amount in
the ASBA Account maintained with such SCSBs.
ASBA Account Account maintained by an ASBA applicant with SCSBs which will be
blocked by such SCSBs to the extent of the appropriate Application Amount
and as defined in the Application Form.
ASBA Application Locations at which ASBA Applications can be uploaded by the SCSBs,
Location(s) / Specified Cities namely Mumbai, New Delhi, Chennai, Kolkata and Surat.
Banker(s) / Refund Banker to The banks which are clearing members and registered with SEBI as Banker
the Issue/Public Issue to the Issue with whom the Public Issue Account and Refund Account will
Banker(s) be opened and in this case being HDFC Bank
Basis of Allotment The basis on which the Equity Shares will be allotted to successful
applicants under the issue and which is described in the chapter titled "Issue
Procedure” beginning on page 266 of this Draft Prospectus.
Broker Centres Broker centres notified by the Stock Exchanges, where the Applicants can
submit the Application Forms to a Registered Broker. The details of such
broker centres, along with the names and contact details of the Registered
Brokers, are available on the website of the BSE on the following link:-
http://www.bseindia.com/Markets/PublicIssues/brokercentres_new.aspx?ex
pandable=6
Page 4 of 351
Term Description
CAN or Confirmation of The note or advice or intimation sent to each successful Applicant indicating
Allocation Note the Equity Shares which will be Allotted, after approval of Basis of
Allotment by the Designated Stock Exchange.
Client ID Client Identification Number maintained with one of the Depositories in
relation to demat account.
Centres at which the Designated Intermediaries shall accept the Application
Forms, being the Designated SCSB Branch for SCSBs, Specified Locations
Collecting Centres
for Syndicate, Broker Centres for Registered Brokers, Designated RTA
Locations for RTAs and Designated CDP Locations for CDPs
Collecting Depository A depository participant as defined under the Depositories Act, 1996,
Participant or CDP registered with SEBI and who is eligible to procure Applications at the
Designated CDP Locations in terms of circular no.
CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015 issued by
SEBI
Controlling Branches of Such branches of the SCSBs which co-ordinate Applications under this
SCSBs Issue made by the Applicants with the Lead Manager, the Registrar to the
Issue and the Stock Exchanges, a list of which is provided on
http://www.sebi.gov.in or at such other website as may be prescribed by
SEBI from time to time.
Demographic Details The demographic details of the Applicants such as their Address, PAN,
Occupation and Bank Account details.
Depositories registered with SEBI under the Securities and Exchange Board
Depositories of India (Depositories and Participants) Regulations, 1996, as amended
from time to time, being NSDL and CDSL
Depository Participant/DP A depository participant as defined under the Depositories Act, 1996.
Designated CDP Locations Such centres of the CDPs where Applicant can submit the Application
Forms. The details of such Designated CDP Locations, along with names
and contact details of the Collecting Depository Participants eligible to
accept Application Forms are available on the website of the Stock
Exchanges (www.nseindia.com and www.bseindia.com) and updated from
time to time
Designated Date The date on which the amount blocked by the SCSBs is transferred from
the ASBA Accounts to the Public Issue Account or the amount is unblocked
in the ASBA Account, as appropriate, after the issue is closed, following
which the equity shares shall be allotted to the successful applicants in terms
of this Draft Prospectus.
Designated RTA Locations Such centres of the RTAs where Applicants can submit the Application
Forms. The details of such Designated RTA Locations, along with the
names and contact details of the RTAs are available on the website of the
Stock Exchanges (www.nseindia.com and www.bseindia.com) and updated
from time to time
Designated SCSB Branches Such branches of the SCSBs which shall collect the ASBA Application
Form from the ASBA Applicant and a list of which is available on
http://www.sebi.gov.in/sebiweb/home/detail/32791/no/List-of-Self-
Certified-Syndicate-Banks-under-the-ASBA-facility
Designated Stock Exchange SME Exchange of BSE Limited
Draft Prospectus The Draft Prospectus dated January 12, 2017 issued in accordance with
Section 26 of the Companies Act, 2013 and filed with BSE under SEBI
(ICDR) Regulations.
Eligible NRI NRIs from such jurisdiction outside India where it is not unlawful to make
an offer or invitation under the Issue and in relation to whom this Draft
Prospectus constitutes an invitation to subscribe for the Equity Shares
offered herein on the basis of the terms thereof.
Page 5 of 351
Term Description
FII / Foreign Institutional Foreign Institutional Investor (as defined under SEBI (Foreign Institutional
Investors Investors) Regulations, 1995, as amended) registered with SEBI under
applicable laws in India.
First/Sole Applicant The Applicant whose name appears first in the Application Form or
Revision Form.
General Information The General Information Document for investing in public issues prepared
Document and issued in accordance with the circular (CIR/CFD/DIL/12/2013) dated
October 23, 2013, notified by SEBI.
Issue Agreement The agreement dated January 10, 2017 between our Company and the Lead
Manager, pursuant to which certain arrangements are agreed to in relation to
the Issue.
Issue Closing Date The date on which issue closes for subscription; in this case being [●]
Issue Opening Date The date on which issue opens for subscription; in this case being [●]
Issue Period The period between the Issue Opening Date and the Issue Closing Date
inclusive of both days and during which prospective Applicants can submit
their Applications.
Issue Price The price at which Equity Shares are being issued and allotted by our
Company under this Draft Prospectus being Rs. 18 per Equity Share of face
value of Rs. 10 each fully paid.
Issue Proceeds Proceeds to be raised by our Company through this Issue being Rs 240.48
lakhs, for further details please refer chapter title “Objects of the Issue‖
beginning on page 93 of this Draft Prospectus.
Issue/ Issue Size/ Initial Public Issue of 13,36,000 Equity Shares of face value Rs. 10 each fully paid
Public Issue/ Initial Public of Chemcrux Enterprise Limited for cash at a price of Rs. 18 per Equity
Offer/ Initial Public Offering/ Share (the ―Issue Price‖) (including a premium of Rs. 8 per Equity Share)
IPO aggregating up to Rs.240.48 Lakhs.
The Equity Listing Agreement to be signed between our Company and the
Listing Agreement
SME Platform of BSE Limited
LM / Lead Manager The Lead Manager for the Issue being Pantomath Capital Advisors Private
Limited, SEBI registered Category I Merchant Banker.
Market Maker Market Maker appointed by our Company from time to time, in this case
being Pantomath Stock Brokers Private Limited who has agreed to receive
or deliver the specified securities in the market making process for a period
of three years from the date of listing of our Equity Shares or for any other
period as may be notified by SEBI from time to time
Market Maker Reservation The reserved portion of 72,000 Equity Shares of face value of Rs. 10 each
Portion fully paid at an Issue Price of Rs. 18 /- each to be subscribed by Market
Maker in this Issue.
Market Making Agreement The Market Making Agreement dated January 10, 2017 between our
Company, Lead Manager and Market Maker.
Mutual Fund(s) Mutual fund(s) registered with SEBI pursuant to the SEBI (Mutual Funds)
Regulations, 1996, as amended from time to time.
Net Issue The Issue (excluding the Market Maker Reservation Portion) of 12,64,000
Equity Shares of face value Rs. 10/- each fully paid of Chemcrux Enterprise
Limited for cash at a price of Rs. 18 /- per Equity Share (the ―Issue Price‖)
aggregating up to Rs. 227.52 Lakhs.
Net Proceeds The Issue Proceeds, less the Issue related expenses, received by the
Company.
NIF National Investment Fund set up by resolution F. No. 2/3/2005-DD-II dated
November 23, 2005 of Government of India published in the official
Gazette of India.
Non Institutional Investors or All Applicants, including Category III FPIs that are not QIBs (including
NIIs Anchor Investors) or Retail Individual Investors, who have apply for Equity
Page 6 of 351
Term Description
Shares for an amount of more than Rs. 200,000 but not including NRIs other
than Eligible NRIs
Other Investors Investors other than Retail Individual Investors. These include individual
applicants other than retail individual investors and other investors including
corporate bodies or institutions irrespective of the number of specified
securities applied for.
Overseas Corporate Body / Overseas Corporate Body means and includes an entity defined in clause
OCB (xi) of Regulation 2 of the Foreign Exchange Management (Withdrawal of
General Permission to Overseas Corporate Bodies (OCB‘s) Regulations
2003 and which was in existence on the date of the commencement of these
Regulations and immediately prior to such commencement was eligible to
undertake transactions pursuant to the general permission granted under the
Regulations. A company, partnership, society or other corporate body
owned directly or indirectly to the extent of at least 60% by NRIs, including
overseas trusts, in which not less than 60% of beneficial interest is
irrevocably held by NRIs directly or indirectly and which was in existence
on October 3, 2003 and immediately before such date had taken benefits
under the general permission granted to OCBs under FEMA. OCBs are not
allowed to invest in this Issue.
Person or Persons Any individual, sole proprietorship, unincorporated association,
unincorporated organization, body corporate, corporation, Company,
partnership firm, limited liability partnership firm, joint venture, or trust or
any other entity or organization validly constituted and/or incorporated in
the jurisdiction in which it exists and operates, as the context requires
Prospectus The Prospectus, to be filed with the RoC in accordance with the provisions
of Section 26 of the Companies Act, 2013 containing , inter-alia, the issue
size, the issue opening and closing dates and other information
Public Issue Account The Bank Account opened with the Public Issue Banker(s) to this Issue i.e.
HDFC Bank under Section 40 of the Companies Act, 2013 to receive
monies from the SCSBs from the bank accounts of the ASBA Applicants on
the Designated Date.
Public Issue Account An agreement entered into on January 17, 2016 between our Company,
Agreement Lead Manager, Bankers and Refund Banker to the Issue and Registrar to the
Issue for collection of the application amounts on the terms and condition
thereof.
Qualified Institutional Buyers Qualified Institutional Buyers as defined under Regulation 2(1)(zd) of the
or QIBs SEBI (ICDR) Regulations 2009
Refund Account Account from which Application monies to be refunded to the applicants
Refund Bank/Refund Banker Bank which is/are clearing member(s) and registered with the SEBI as
Bankers to the Issue at which the Refund Account will be opened, in this
case being HDFC Bank
Registered Broker Individuals or companies registered with SEBI as ―Trading Members‖
(except Syndicate/Sub-Syndicate Members) who hold valid membership of
either BSE or NSE having right to trade in stocks listed on Stock
Exchanges, through which investors can buy or sell securities listed on stock
exchanges, a list of which is available on
http://www.bseindia.com/members/MembershipDirectory.aspx &
https://www1.nseindia.com/membership/dynaContent/find_a_broker.htm
Registrar / Registrar to the Registrar to the Issue being Bigshare Services Private Limited having
Issue / RTI registered office at E/2, Ansa Industrial Estate, Sakivihar Road, Saki Naka,
Andheri (East), Mumbai – 400072, Maharashtra, India
Registrar and Share Transfer Registrar and share transfer agents registered with SEBI and eligible to
Agents or RTAs procure Applications at the Designated RTA Locations in terms of circular
Page 7 of 351
Term Description
no. CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015 issued by
SEBI
Reservation Portion The portion of the Issue reserved for category of eligible Applicants as
provided under the SEBI ICDR Regulations, 2009
Reserved Category / Categories of persons eligible for making application under reservation
Categories portion.
Retail Individual Individual applicants (including HUFs in the name of Karta and Eligible
Investors/RIIs NRIs) who have applied for an amount less than or equal to Rs. 2,00,000 in
this Issue.
The Form used by Applicants to modify the quantity of Equity Shares in any
Revision Form
of their Application Forms or any Previous Revision Form(s)
SEBI (Foreign Portfolio Securities and Exchange Board of India (Foreign Portfolio Investors)
Investor) Regulations Regulations, 2014.
SEBI Listing Regulations Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and includes the agreement to be entered
into between our Company and the Stock Exchange in relation to listing of
Equity Shares on such Stock Exchange.
Self Certified Syndicate Bank A Bank which is registered with SEBI under SEBI (Bankers to an Issue)
or SCSB Regulations, 1994 and offers services of ASBA including blocking of bank
account, a list of which is available on
http://www.sebi.gov.in/sebiweb/home/detail/32791/no/List-of-Self-
Certified-Syndicate-Banks-under-the-ASBA-facility
SME Exchange SME Platform of the BSE Limited
SME Platform of BSE The SME Platform of BSE for listing of Equity Shares offered under
Chapter XB of the SEBI (ICDR) Regulations which was approved by SEBI
as an SME Exchange on September 27, 2011
Collection centres where the SCSBs shall accept application forms, a list of
Specified Locations which is available on the website of the SEBI (www.sebi.gov.in) and
updated from time to time.
Underwriter (s) Pantomath Capital Advisors Private Limited
Underwriting Agreement The Agreement dated January 17, 2016 entered into between the
Underwriter and our Company.
Working Days (i) Till Application / Issue closing date: All days other than a Saturday,
Sunday or a Public holiday;
(ii) Post Application / Issue closing date and till the Listing of Equity
Shares: All trading days of stock exchanges excluding Sundays and
bank holidays in accordance with the SEBI circular no.
SEBI/HO/CFD/DIL/CIR/P/2016/26 dated January 21, 2016
Technical and Industry Terms
Term Description
ACC American Chemistry Council
APIs Active Pharmaceutical Ingredients
ARMs Additional Revenue Measures
ASPIRE A scheme for Promoting Innovation and Rural Entrepreneurs
BBB Better Business Bureaus
BRIICS Brazil, Russia, India, Indonesia, China and South Africa
BSE Bombay Stock Exchange
BSE SENSEX Sensex is an index; market indicator of the position of stock that is listed in
the BSE (Bombay Stock Exchange)
CAP Corrective Action Plan
CEFIC European Chemical Industry Council
CGTMSE Credit Guarantee Trust Fund for Micro and Small Enterprises
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Term Description
CLCSS Credit Linked Capital Subsidy Scheme
CPI Consumer Price Index
Credit Suisse Credit Suisse Business Analytics India
CSO Central Statistics Office
DCPC Department of Chemicals & Petrochemicals
DPP Defence Procurement Policy
EMDEs Emerging Market and Developing Economies
EMEs Emerging Market Economies
EU European Union
FDI Foreign Direct Investment
FICCI Federation of Indian Chambers of Commerce & Industry
FPI Foreign Portfolio Investment
FY Financial Year
GCPRI Global Chemical Production Regional Index
GDP Gross Domestic Product
GST Goods and Services Tax
GVA Gross Value Added
IBEF India Brand Equity Foundation
ICC Indian Chemical Council
IIP Index of Industrial Production
IMF International Monetary Fund
JV Joint Venture
MAT Minimum Alternative Tax
M-o-M Month-On-Month
MSECDP Micro and Small Enterprises- Cluster Development Programme
MSMEs Micro, Small and Medium Enterprises
MUDRA Micro Units Development & Refinance Agency Ltd.
MYEA Mid-Year Economic Analysis
NITI National Institution for Transforming India
NMP National Manufacturing Policy
OECD Organisation for Economic Co-operation and Development
OIL Oil India Limited
ONGC Oil and Natural Gas Corporation
PC Pay Commission
PCPIR Petroleum, Chemicals and Petrochemicals Investment Regions
PMEGP Prime Minister‘s Employment Generation Programme
PMMY Pradhan Mantri MUDRA Yojana
PPP Purchasing Power Parity
R&D Research & Development
RIRI Rational Investor Ratings Index
SED Strategic Engineering Division
SEZ Special Economic Zone
Conventional and General Terms / Abbreviations
Term Description
A.Y./AY Assessment Year
A/C Account
AGM Annual General Meeting
AIF Alternative Investment Fund as defined in and registered with SEBI under
the Securities and Exchange Board of India (Alternative Investments Funds)
Regulations, 2012
AoA Articles of Association
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