T A B L E O F C O N T E N T S
Section
Contents
Page No.
I
DEFINITIONS AND ABBREVIATIONS
3
Company Related Terms
3
Issue Related Terms
4
Conventional and General Terms
6
Open Offer Related Terms
7
Industry Related Terms
8
Abbreviations
9
Certain conventions, Presentation of Financial, Industry and Market data,
Forward Looking Statements
12
II
RISK FACTORS
14
III
INTRODUCTION
(A) Summary
35
(I) Industry Summary
35
(II) Business Summary
37
(III) Issue Details in brief
39
(IV) Financial Summary
40
(B) General Information
42
(C) Capital Structure
47
IV
PARTICULARS OF THE ISSUE
(A)Objects of the Issue
56
(B) Means of Finance
57
(C) Basic Terms of the Issue
61
(D) Basis for Issue Price
61
(E) Statement of Tax Benefits
63
V
ABOUT OUR COMPANY
(A) Industry Overview
72
(B) Business Overview
82
(C) Key Industry Regulations
93
(D) History and Corporate Structure
102
(E) Our Management
108
(F) Our Promoters
126
(G) Financial Information of Group Concerns
127
(H) Presentation of Financial Information and use of Market Data
139
(I) Dividend Policy
139
VI
FINANCIAL STATEMENTS
(A) Financial Statements of the Issuer
140
(B) Management Discussion and Analysis
167
(C) Financial Indebtedness of the Company
173
VII
LEGAL AND OTHER INFORMATION
(A) Outstanding Litigations and Material Developments
174
(B) Government Approvals or Licensing Arrangements
186
VIII
REGULATORY AND STATUTORY DISCLOSURES
Authority for the Present Issue
188
Disclaimer Clause, Filing and Stock Market data
189
IX
OFFERING INFORMATION
(A) Terms of the Issue
200
(B) Issue Procedure
205
(C) Description of Equity Shares and Terms of the Articles of Association
231
X
OTHER INFORMATION
Material Contracts and Documents for inspection
239
Declaration
241
3
SECTION – I - DEFINITIONS AND ABBREVIATIONS
Unless the context otherwise indicates or requires, the following terms shall have the meanings given below in
this Draft Letter of Offer.
Term
Description
“Rodium Realty
Limited”, “RRL”, “Our
Company”, “the
Company”, “the
Issuer”, “we”, “us” and
“our”
Unless the context otherwise requires, refers to Rodium Realty Limited, a public
limited company incorporated under the provisions of the Companies Act, 1956
having its registered office at
Plot No. 636, 501, X’cube, Off New Link Road,
Andheri (W), Mumbai – 400 053, Maharashtra, India.
Promoters, “Our
Promoters”, “Existing
Promoters”, “Present
Promoters”
The promoters of our Company, viz. Mr. Deepak Chheda, Mr. Harish Nisar, Mr.
Rohit Dedhia and Mr. Shailesh Shah
Promoter Group /
Rodium Group
Includes such persons and entities, constituting our promoter group pursuant to
Regulation 2(1)(zb) of SEBI (ICDR) Regulations, 2009
Group Concerns /
Entities
Private Limited Company
1) Sigma Fiscals Private Limited
2) S.D.S. Enterprise Private Limited
Partnership Firms
1)
M/s. Silver Hosiery
2)
M/s. Rodium Realty and Construction
3)
M/s. C.N.A Architects
4)
M/s. Rodium Designs
5)
M/s. Amrut Dhara Enterprises
6)
M/s. Amrut Dhara Construction Company
7)
M/s. Balaji Petroleum
8)
M/s. First Stone
9)
M/s. Kamla Enterprise
Proprietorship Concerns
1)
M/s. Amrut Industries
2)
M/s. D. C. Designs
Hindu Undivided Family
1)
M/s. Shailesh Damji Shah (HUF)
Erstwhile Promoters of
Our Company
Mr. Ramnivas Boob, Mr. Balkishan Boob, Mr. Bhagwandas Boob, Mr.
Ramanujdas Boob, Mr. Vikas Boob, Mr. Vishal Kumar Boob, Mr. Vinay Boob,
Mr. Sandip Kumar Boob and others
Company Related Terms
Term
Description
Articles/Articles of
Association/ AOA
Articles of Association of Rodium Realty Limited, as amended.
Auditors / Statutory
Auditors
M/s. M. M. Nissim and Co., Chartered Accountants, having its office at D-3, B-
Wing, 3
rd
Floor, Barodawala Mansion, 81, Dr. Annie Basant Road, Worli,
Mumbai-400018 (Appointed w.e.f. August 2, 2010)
Board/Board of
Directors
Board of Directors of Rodium Realty Limited
Equity Shareholders/
Members/ Shareholders
Equity shareholders whose names appear as beneficial owners as per the list to be
furnished by the depositories in respect of the shares held in the electronic form
and on the Register of Members of the Company in respect of the shares held in
physical form at the close of business hours on the Record Date i.e. [*] and to
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