100 % fixed price issue bombay super hybrid seeds super hybrid seeds limited 2 section 1 – general...
Post on 13-May-2018
224 views
Embed Size (px)
TRANSCRIPT
PROSPECTUS
Dated: April 04, 2018
Please read Section 26 & 32 of the Companies Act, 2013
100 % Fixed Price Issue
BOMBAY SUPER HYBRID SEEDS LIMITED (Formerly known as Bombay Super Hybrid Seeds Private Limited) Corporate Identity Number: - U01132GJ2014PLC080273
Our Company was originally incorporated as Jadavjibhai Devrajbhai Patel a partnership firm formed and registered under the provisions of the Partnership Act, 1932 (Reg.
No. GUJ-RJT-71371) on April 01, 2000, further the name of the Partnership firm was changed to Patel Jadavjibhai Devrahbhai vide Partnership deed dated October 01,
2012. Subsequently, the name of the Partnership Firm was changed to Bombay Super Agriseeds vide Partnership deed dated April 01, 2014. Subsequently, the name of the
Partnership Firm was changed to Bombay Super Hybrid Seeds vide Partnership deed dated June 28, 2014. Subsequently, the partnership firm was converted into Company
and the name was changed to Bombay Super Hybrid Seeds Private Limited on July 28, 2014 under the provisions of Companies Act, 2013 vide certificate of incorporation
issued by the Registrar of Companies, Ahmedabad, Gujarat,. Subsequently, pursuant to shareholders resolution passed in the Extra-ordinary General Meeting held on August
21, 2017 our Company was converted into a public company and consequently name was changed to Bombay Super Hybrid Seeds Limited vide fresh certificate of
incorporation dated September 14, 2017 issued by Registrar of Companies, Ahmedabad, Gujarat. For details of the changes in our name and registered office, please refer to
the chapter titled History and Corporate Structure beginning on page 170 of this Prospectus.
Registered Office: Shrinathji Industrial Estate, Plot No.-11, Near Kuvadava GIDC, 8-B, National Highway, Rajkot 360023, Gujarat, India.
Contact Person: Ms. Mona K. Rathod (Company Secretary & Compliance officer) Tel No: +91-9687967096,
E-mail: cs@bombaysuper.in Website: http://www.bombaysuperseeds.com
Promoter of our Company: Mr. Arvindkumar Jadavbhai Kakadia and Mr. Kiritkumar Jadavjibhai kakadia
THE ISSUE
PUBLIC ISSUE OF 17,32,000 EQUITY SHARES OF FACE VALUE OF Rs. 10/- EACH (EQUITY SHARES) OF BOMBAY SUPER HYBRID SEEDS LIMITED (
OUR COMPANY OR THE ISSURE) FOR CASH AT A PRICE Rs. 60/- PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF Rs. 50/- PER EQUITY
SHARE) (ISSUE PRICE) AGGREGATING TO Rs. 1039.20 LAKHS (THE ISSUE), OF WHICH 88,000 EQUITY SHARES OF FACE VALUE OF Rs. 10/- EACH
FOR A CASH PRICE OF Rs. 60/- PER EQUITY SHARE, AGGREGATING TO Rs. 52.80 LAKHS WILL BE RESERVED FOR SUBSCRIPTION BY MARKET
MAKER (MARKET MAKER RESERVATION PORTION). THE ISSUE LESS THE MARKET MAKER RESERVATION PORTION I.E. ISSUE OF 16,44,000
EQUITY SHARES OF FACE VALUE OF Rs. 10/- EACH AT AN ISSUE PRICE OF Rs. 60/- PER EQUITY SHARE AGGREGATING TO Rs. 986.40 LAKHS (IS
HEREINAFTER REFERRED TO AS THE NET ISSUE). THE ISSUE AND THE NET ISSUE WILL CONSTITUTE 26.41% AND 25.07%, 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 279 OF THIS PROSPECTUS.
THE FACE VALUE OF THE EQUITY SHARES IS RS. 10/- EACH AND THE ISSUE PRICE IS RS. 60/-. THE ISSUE PRICE IS 6.00 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 AMENDED. THIS 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. FOR FURTHER DETAILS, PLEASE REFER TO SECTION TITLED ISSUE PROCEDURE BEGINNING ON PAGE 289 OF THIS PROSPECTUS.
In terms of SEBI Circular No. CIR/CFD/POLICYCELL/11/2015, all potential Investors shall participate in the Issue only 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 further details, please refer to
section titled "Issue Procedure" beginning on page no. 289 of this Prospectus.
The Copy of This Prospectus would be Delivered For Registration To The Registrar Of Companies As Required Under Section 26 of the Companies Act, 2013
ELIGIBLE INVESTORS
For details in relation to Eligible Investors, please refer to section titled Issue Procedure beginning on page 289 of this Prospectus.
RISK IN RELATION TO THE FIRST ISSUE
This being the first public issue of the Equity Shares of our Company, there has been no formal market for the Equity Shares of our Company. The face value of the Equity Shares
of the Company is Rs. 10.00 per equity share and the Issue Price is 6.00 times of the face value. The Issue Price (has been determined and justified by our Company in consultation
with the Lead Manager as stated under the paragraph Basis for Issue Price on page 94 of this Prospectus) should not be taken to be indicative of the market price of the Equity
Shares after the Equity Shares are listed. No assurance can be given regarding an active and/or sustained trading in the Equity Shares of our Company 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 the Issue including the risks involved. The Equity Shares offered 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 this Prospectus. Specific attention of the investors is invited to the
section titled Risk Factors beginning on page 18 of this Prospectus.
ISSUERS ABSOLUTE RESPONSIBILITY
The Company having made all reasonable inquiries, accepts responsibility for and confirms that this Prospectus contains all information with regard to our Company and this Issue,
which is material in the context of this Issue, that the information contained in this 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 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 offered through this Prospectus are proposed to be listed on the SME Platform of National Stock Exchange of India Limited (NSE i.e. NSE EMERGE
PLATFORM). In terms of the Chapter XB of the SEBI (ICDR) Regulations, 2009, as amended, our Company has received an in-principle approval letter dated March 22, 2018
from NSE for using its name in this offer document for listing of our shares on the SME EMERGE Platform of NSE. For the purpose of this Issue, the Designated Stock Exchange
will be National Stock Exchange of India Limited.
LEAD MANAGER TO THE ISSUE REGISTRAR TO THE ISSUE
MONARCH NETWORTH CAPITAL LIMITED,
Address - Monarch House, Opp., Ishwar Bhuvan, Commerce Six Road,
Navrangpura, Ahmedabad - 380014. Tel. No. 079 6600 0500/ 700
Website: https://www.mnclgroup.com/ Email: shivam.patel@mnclgroup.com Investor Grievance Email: mbd@mnclgroup.com
Contact Person: Mr. Shivam Patel SEBI Regn. No. MB/ INM000011013
SKYLINE FINANCIAL SERVICES PRIVATE LIMITED,
Address - 4A9, Gundecha Onclave, Kherani Road, Sakinaka, Mumbai 400072 Tel. No. - +91-22-28511022 / 62215779 Website: www.skylinerta.com Email: virenr@skylinerta.com SEBI Regn. No. INE 000003241
Investor Grievance Email: grievances@skylinerta.com Contact Person: Virender Rana / Subhash Dhingreja
ISSUE PROGRAMME
ISSUE OPENS ON: APRIL 12, 2018 ISSUE CLOSES ON: APRIL 17, 2018
BOMBAY SUPER HYBRID SEEDS LIMITED 1
Contents
SECTION 1 GENERAL ..................................................................................................................... 2
DEFINITIONS AND ABBREVIATIONS ............................................................................................................. 2 CERTAIN CONVENTIONS, USE OF FINANCIAL INFORMATION AND MARKET DATA AND
CURRENCY OF FINANCIAL PRESENTATION ............................................................................................. 14 FORWARD LOOKING STATEMENT .............................................................................................................. 16 SECTION II RISK FACTORS ......................................................................................................... 18
SECTION III INTRODUCTION ..................................................................................................... 38
SUMMARY OF INDUSTRY .............................................................................................................................. 38 SUMMARY OF BUSINESS ........................................................
Recommended