16.

 

 

 

 

 

Ss. Date of the Nature of non-compliance Penalty imposed and
No. | Compounding Order paid
and Regulatory
Authority
India ‘as amended, including the filing of certain Form
ODIs and Form APRs and intimation to the RBI
of the remittance of SGD 100 (approximately
% 3,400) to a resident of Singapore in relation to
subscription of shares by the Company in its
wholly-owned subsidiary, AGS Infotech
Singapore Pte. Limited (now known as Global
Transact Services Pte. Ltd.), incorporated under
the laws of Singapore
4. | Order dated December 4, | Failure to comply with the requirements of | & 20,000 each on the
2013 by the Company Section 314 of the Companies Act, 1956 with | Company, Mr. Ravi B.
Law Board, Mumbai respect to the appointment of Mr. S.P. Chaudhry, | Goyal (the Chairman and
Bench a director of the Company, to an office of profit. Managing Director) and
Ms. Rashmi C. Sarvaiya
(the company secretary of
the Company at the time)
5. | Order dated May 19, Failure to comply with the requirements of | % 5,000 each on the
2014 by the Company Section 295 of the Companies Act, 1956 with | Company, Mr. Ravi B.
Law Board, Mumbai respect to certain inter-corporate deposits of | Goyal (the Managing
Bench % 50 million with Destimoney Securities Private | Director), Ms. Rashmi O.
Limited, a private company of which Mr. Sudip | Savita (the Company
D. Bandyopadhyay (a director of the Company) | Secretary of the Company
was the managing director at the time) and Mr.
Sudip D. Bandyopadhyay
6. | Order dated May 21, Failure to comply with the provisions of Section | % 5,000 each on the
2014 by the Company 283 of the Companies Act, 1956 with respect to | Company, Mr. Ravi B.
Law Board, Mumbai the automatic vacation of the office of Mr. Sudip | Goyal (the Managing
Bench D. Bandyopadhyay (a director of the Company) | Director), Ms. Rashmi O.
in relation to inter-corporate deposits of to | Savita (the Company
50 million with Destimoney Securities Private | Secretary of the Company
Limited, a private company of which Mr. Sudip | at the time) and Mr.
D. Bandyopadhyay was the managing director, | Sudip D. Bandyopadhyay
without the prior approval of the Board of
Directors and the Central Government

 

 

 

 

 

 

We have also received a notice dated May 14, 2018 from the office of the RoC alleging that our
Company had not made certain filings in relation to our subsidiaries. Although we have filed our reply to
the notice, any adverse outcome may require us to pay compounding fees.

See “Outstanding Litigation and Material Developments” on page 358.

We cannot assure you that we will be able to comply with relevant regulatory requirements, including
with respect to making regulatory filings, in the future within the prescribed timeframe, or at all. We also
cannot assure you that that no penal action will be taken against us by the relevant regulators with respect
to such non-compliance. In the event that any adverse actions are taken against us, our business, results
of operation, cash flows and financial condition could be adversely affected.

Our business and results of operations could be adversely affected by any disputes with our employees,
customers or vendors. Further, we have experienced delays in making payments to vendors and of
salaries, reimbursements and statutory dues to our employees, which may adversely affect our
reputation, cash flows, financial condition and results of operations.

As of the date of this Prospectus, our Company and our Subsidiaries do not have any recognized labour
union. However, we cannot assure you that our employees will not form recognized unions in the future.
If the employees unionize, it may become difficult to maintain our existing labour policies, and could
result in high labour costs, which would adversely affect our business and results of operations. For
example, we are currently involved in legal proceedings filed by unrecognized trade unions representing
the employees of SVIL, one of our Subsidiaries, including in connection with certain claim petitions.
Such matters are currently pending before the respective courts, tribunals and authorities. See
“Outstanding Litigation and Material Developments — Litigation involving our Subsidiaries — Litigation
against our Subsidiaries — Civil Proceedings” on page 368 for past instances of disputes with employees

36
