2023-06-21
The Securities and Exchange Board of India issued this Master Circular to consolidate and rescind previous directions under the ICDR Regulations 2018, establishing a unified framework for capital issuance and disclosure. The document mandates specific penalty structures for listed entities failing to comply with timelines for bonus issues and listing applications, while streamlining rights issue procedures and standardizing offer document disclosures. Additionally, it introduces mandatory online filing systems, formulas for compensating retail investors for ASBA failures, and eligibility criteria for investors on the Innovators Growth Platform.
Page 1 of 62 MASTER CIRCULAR SEBI/HO/CFD/PoD-2/P/CIR/2023/00094 June 21, 2023 To Registered Merchant Bankers Recognized Stock Exchanges Depositories and Registered Depository Participants Registered Registrars to an Issue and Share Transfer agents Registered Stock Brokers Bankers to an Issue (Self-Certified Syndicate Banks-SCSB) Listed Entities Dear Sir / Madam, Subject: Master Circular for Issue of Capital and Disclosure Requirements
Page 2 of 62 (b) any application made to the Board under the rescinded circulars, prior to such rescission, and pending before it shall be deemed to have been made under the corresponding provisions of these regulations; 4. This Master Circular is issued in exercise of the powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992. 5. This Master Circular is available on the website of SEBI at www.sebi.gov.in. Yours faithfully, Yogita Jadhav General Manager Division of Policy and Development Corporation Finance Department Phone + 91-022-26449583 Email: yogitag@sebi.gov.in
Page 3 of 62 Table of Contents List of Abbreviations...............................................................................................................4 Chapter 1: Non-compliance with certain provision of SEBI ICDR Regulations 2018......5 Chapter 2: Streamlining the process of Rights Issue ......................................................... 7 Chapter 3: Disclosures in offer document............................................................................9 Chapter 4: Online Filing System .......................................................................................... 11 Chapter 5: Compensation to Retail Individual Investors (RIIs) in an IPO....................... 12 Chapter 6: Guidelines on issuance of non-convertible debt instruments along with warrants (‘NCDs with Warrants’) in terms of Chapter VI – Qualified Institutions Placement of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 .................................................................................................................................................. 14 Chapter 7: Framework for the process of recognition of investors for the purpose of Innovators Growth Platform................................................................................................. 15 Chapter 8: Issue Summary Document (ISD) and dissemination of issue advertisements .................................................................................................................................................. 17 Annexure I............................................................................................................................... 20 Annexure II.............................................................................................................................. 24 Annexure III............................................................................................................................. 32 Annexure IV............................................................................................................................ 33 Annexure V............................................................................................................................. 34 Annexure VI ............................................................................................................................ 37 Appendix................................................................................................................................. 61
Page 4 of 62 List of Abbreviations ASBA Application Supported By Blocked Amount ADR American Depository Receipts BRLM Book Running Lead Manager BTI Bankers to Issue DP Depository Participant EBP Platform Electronic Book Provider Platform FCCB Foreign Currency Convertible Bonds GDR Global Depository Receipts QIB Qualified Institutional Buyer ICDR Regulations 2018 Issue of Capital and Disclosure Requirements, Regulations 2018 IDR Indian Depository Receipt IGP Innovators Growth Platform IGPI Innovators Growth Platform Investors IPEF Investor Protection and Education Fund ISD Issue Summary Document ISIN International Securities Identification Number LODR Regulations 2015 Listing Obligations and Disclosure Requirements Regulations, 2015 KPIs Key Performance Indicators MBs Merchant Bankers NCD Non-Convertible Debentures NCS Non-Convertible Securities NII Non-institutional Investors OFS Offer For Sale PAN Permanent Account Number REs Right Entitlements RHP Red Herring Prospectus RII Retail Individual Investor RTA Registrar and Transfer Agents SCSB Self-Certified Syndicate Banks T-Day Trading Day
Page 5 of 62 Chapter 1: Non-compliance with certain provision of SEBI ICDR Regulations 20181
1 SEBI/HO/CFD/DIL2/CIR/P/2019/94 August 19, 2019 and SEBI/HO/CFD/DIL1/P/CIR/2021/0660 November 23, 2021
Page 6 of 62 S. No. Violation Regulation / Schedule Fine In regard to above, it is specified that Issuer shall make an application to the exchange/s for listing in case of further issue of equity shares from the date of allotment within 20 days (unless otherwise specified). 4. Listed entities shall make an application for trading approval to the stock exchange/s within 7 working days from the date of grant of listing approval by the stock exchange/s.
Page 7 of 62 Chapter 2: Streamlining the process of Rights Issue2
2 SEBI/HO/CFD/DIL2/CIR/P/2020/13 January 22, 2020 and SEBI/HO/CFD/SSEP/CIR/P/2022/66 May 19, 2022
Page 8 of 62 platform or off-market transfer. Such trades will be settled by transferring dematerialized REs through depository mechanism, in the same manner as done for all other types of securities. 1.4.3. Payment mode - Application for a rights issue shall be made only through ASBA facility. 1.4.4. No withdrawal of application by any shareholder shall be permitted after the issue closing date. 2. The detailed procedures on the Rights Issue process are given at Annexure I for due compliance.
Page 9 of 62 Chapter 3: Disclosures in offer document3
3 SEBI/HO/CFD/SSEP/CIR/P/2022/14 February 04, 2022
Page 10 of 62 1.3.4. Furthermore, the Issuer Company/MBs shall ensure that the qualitative statements in the abridged prospectus shall be substantiated with Key Performance Indicators (KPIs) and other quantitative factors. Also, no qualitative statement shall be made which cannot be substantiated with KPIs. 1.3.5. Further, the issuer company/ MBs shall insert a Quick Response (QR) code on the front page of the documents such as front outside cover page, abridged prospectus, price band advertisement, etc. as deemed fit by them. The scan of QR code shall lead to downloading of prospectus, abridged prospectus and price band advertisement as applicable.
Page 11 of 62 Chapter 4: Online Filing System
4 SEBI/HO/CFD/DIL1/CIR/P/2018/011 January 19, 2018
Page 12 of 62 Chapter 5: Compensation to Retail Individual Investors (RIIs) in an IPO 5
5 SEBI/HO/CFD/DIL2/CIR/P/2018/22 February 15, 2018
Page 13 of 62 5. No compensation would be payable to the applicant in case the listing price is below the issue price. 6. RTAs shall share the basis of allotment file, if sought by SCSB, so that the SCSB shall have access to the allotment ratio for the purpose of arriving at the compensation. 7. Any applicant whose application has not been considered for allotment, due to failure on the part of the SCSB, shall have the option to seek redressal of the same within three months of the listing date with the concerned SCSB. On receipt of such application/s, the SCSB would be required to resolve the same within 15 days, failing which it would have to pay interest at the rate of 15% per annum for any delay beyond the said period of 15 days. 8. In case the SCSB fail to redress such grievances within the stipulated time, additionally SEBI may initiate action as deemed fit. 9. The SCSB are required to submit the half yearly report to SEBI as per below format: Half Yearly Report w.r.t No. of complaints received for compensation under ASBA S. No Opening balance No. of complaints received No. of complaints resolved Closing balance No. where compensation was paid without interest No. where compensati on was paid with interest No. where compens ation was not required to be paid
Page 14 of 62 Chapter 6: Guidelines on issuance of non-convertible debt instruments along with warrants (‘NCDs with Warrants’) in terms of Chapter VI – Qualified Institutions Placement of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 20186
6 SEBI/HO/CFD/DIL/CIR/P/2021/614 Aug 13, 2021.
Page 15 of 62 Chapter 7: Framework for the process of recognition of investors for the purpose of Innovators Growth Platform7
7SEBI/HO/CFD/DIL2/CIR/P/2019/67 May 22, 2019
Page 16 of 62 At the time of application by a Company for listing on IGP, the merchant bankers shall ensure due diligence with regard to eligibility of IGPIs and that their holding in the Company desirous of listing on IGP is in accordance with the Regulation 283(1) of the ICDR Regulations 2018. 5. Stock Exchanges/Depositories are advised to make necessary amendments to the relevant bye-laws, rules and regulations.
Page 17 of 62 Chapter 8: Issue Summary Document (ISD) and dissemination of issue advertisements8
8 SEBI/HO/CFD/PoD-1/P/CIR/2023/29 February 15, 2023
Page 18 of 62 4.8 Table VIII: ISD for buy-back of equity shares from the open market 4.9 Table IX: ISD for open offer under SEBI SAST Regulations 4.10 Table X: ISD for voluntary delisting of equity shares where exit opportunity is required. 5. The prescribed formats also provide timeline for submission of the details and also casts responsibility on the entity responsible for the submission (hereinafter referred to as “Submitting Entity”). 6. Stock Exchanges shall develop a utility in order to facilitate the filing of the ISD by Submitting Entity. The Submitting Entity may file the details, as applicable in the format mentioned at para 4 above, to any stock exchange where the securities of the entity, in relation to which the ISD is being filed, are listed / proposed to be listed. 7. The Stock Exchange which receives the ISD shall further transmit, as soon as possible, the information to other Stock Exchanges and Depositories for dissemination. 8. Dissemination on the websites of Stock Exchanges and Depositories: 8.1 ISD should be disseminated through websites of the Recognised Stock Exchanges (where the entity is listed / is proposed to be listed) and the Depositories. 8.2 All entities involved in the process are advised to take necessary steps to ensure compliance in this regard. 9. Implementation in phases: 9.1 In the first phase, the roll-out took place of ISD for public issues of specified securities, for offer documents filed on or after March 01, 2023. 9.2 In the second phase, ISD for further issues was implemented from April 03, 2023. 9.3 In the third phase, ISD for open offer, buy-back and voluntary delisting shall be implemented from May 02, 2023. 10.Further, Lead Managers are required to disseminate all advertisements in connection with a public issue under ICDR Regulations 2018 in pdf format on the website of the stock exchange(s) from March 01, 2023. 11.The recognized Stock Exchanges and the Depositories are directed to:
Page 19 of 62 11.1 bring the provisions of this chapter to the notice of all registered merchant bankers, listed entities and issuers and also disseminate the same on their websites; and 11.2 communicate to SEBI, the status of implementation of the provisions of this chapter within 7 days of implementation and in their Monthly Developments Reports.
Page 20 of 62 Annexure I Procedures on the Rights Issue process A. Application Form a) The issuer shall dispatch a common application form to its shareholders as on the record date. Along with application form, the issuer shall also send the details of the rights entitlements of the shareholder separately. b) This application form can be used both by shareholder or renouncee. c) Registrar to the issue shall also upload the application forms on its website. d) Applicants can use application form available on the website of registrar to the issue or printed forms sourced from the issuer, merchant bankers or registrars to the issue. e) In terms of Regulation 78 of the ICDR Regulations 2018, investor also has option to make an application in writing on a plain paper. B. Credit of Rights Entitlements (“REs”) in dematerialized form a) The depositories shall put necessary procedures in place for issue and credit of REs in demat mode. b) The issuer making a rights issue of specified securities shall ensure that it has made necessary arrangements with depositories to issue and credit the REs in demat mode in the demat accounts of shareholders holding shares as on the record date. c) A separate ISIN shall be obtained by the issuer for credit of REs. d) Issuer shall specify the ISIN for REs while announcing the record date. e) Based on the rights entitlement ratio, the issuer shall credit REs in dematerialized mode through corporate action to shareholders holding shares as on record date. The ISIN of REs shall be kept frozen (for debit) in the depository system till the date of opening of the issue. f) Physical shareholders shall be required to provide their demat account details to Issuer / Registrar to the Issue for credit of REs not later than two working days prior to issue closing date, such that credit of REs in
Page 21 of 62 their demat account takes place at least one day before issue closing date. g) In case of fractional entitlements of REs, the fractional part shall be ignored by rounding down the entitlement. h) The issuer shall submit details of total REs credited to the stock exchanges immediately after completing the corporate action for the same and shall obtain requisite trading approval from the stock exchanges. i) The details with respect to shareholder entitlement shall be made available on the website of the Registrar to the issue and the investors shall be able to check their respective entitlements on the website of the Registrar by keying their details, after adequate security controls to ensure that investors’ information is made available only to the particular investor. Issuer shall also carry these links on their website. j) If the demat account of a shareholder is frozen or demat account details are not available, including shares held in unclaimed suspense account or in the account of IEPF Authority, then REs shall be credited in a suspense escrow demat account of the Company and an intimation should be sent to such shareholder by the issuer /Registrar to the issue. k) The issuer shall intimate issue closing date to the depositories at least one day before the issue closing date, and the depositories shall suspend the ISIN of REs for transfers, from issue closing date. l) REs which are neither renounced nor subscribed by the shareholders, shall be lapsed after closure of the Rights Issue. m) Issuer Company shall ensure that REs which are lapsed are extinguished from the depository system once securities are allotted pursuant to Rights Issue. Once allotment is done, the ISIN for REs shall be permanently deactivated in the depository system by the depositories. C. Renunciation process and trading of REs on stock exchange platform: a) The stock exchanges shall put necessary procedures in place for trading of REs on stock exchange platform.
Page 22 of 62 b) REs credited to demat account can be renounced either by sale of REs using stock exchanges platform or off-market transfer and such trades will be settled by transferring dematerialized REs through depository mechanism in the same manner as done for all other types of securities. c) For sale of REs through stock exchange, investors can place order for sale of REs only to the extent of REs available in the demat account of the investor. Trading in REs on the secondary market platform of Stock exchanges will happen electronically on T+1 rolling settlement basis where T being the date of trading. The transactions will be settled on trade-for-trade basis. d) Issuer shall inform the dates of issue opening and closing to the stock exchanges and the depositories at the time of filing the letter of offer with the stock exchanges. e) Trading in REs shall commence on the date of opening of the issue and shall be closed at least three working days prior to the closure of rights issue. D. Submission of Application form in Rights Issue a) All investors (including renouncee) shall submit application forms using ASBA facility through the Self Certified Syndicate Banks (SCSB) network during the issue period. b) Investor shall submit only one application form for REs available in a particular demat account. E. Allotment process in the rights issue a) Facility for correction of bid data as collated by the SCSB after issue closing shall be provided for period of one day i.e. on next working day after issue closing. b) Registrar shall obtain demographic details of all applicants from depositories. c) Registrar shall obtain details of holders of REs as on issue closing date, from the depositories.
Page 23 of 62 d) After reconciliation of valid ASBA applications, funds blocked and REs demat holding list, the registrar shall finalise allocation of securities offered through rights offering. e) Registrar shall credit the shares to the respective demat accounts of the applicants based on basis of allotment approved by the designated stock exchange and shall issue instructions to unblock bank accounts wherever necessary.
Page 24 of 62 Annexure II This is an abridged prospectus containing salient features of the Red Herring Prospectus (the “RHP”). You are encouraged to read greater details available in the RHP (Link to download RHP). THIS ABRIDGED PROSPECTUS CONSISTS ‘XY’ PAGES. PLEASE ENSURE THAT YOU HAVE RECEIVED ALL THE PAGES. NAME OF THE ISSUER COMPANY CIN: XXXXX , Date of Incorporation: XXX Registered Office Corporate Office Contact Person Email and Telephone Websi te Details of Offer to Public NAMES OF PROMOTER(S) OF THE COMPANY Type of Issue (Fresh/ OFS/ Fresh & OFS) Fresh Issue Size (by no. of shares or by amount in Rs) OFS Size (by no. of shares or by amount in Rs) Total Issue Size (by no. of shares or by amount in Rs) Issue Under 6(1)/ 6(2) Share Reservation QIB NII RII These equity shares are proposed to be listed on (to be specified) (designated stock exchange) and (to be specified). OFS: Offer for Sale Details of OFS by Promoter(s)/ Promoter Group/ Other Selling Shareholders (upto a maximum of 10 selling shareholders) Name Type No of Shares offered/ Amount in Rs WACA in Rs per Equity Name Type No of Shares offered/ Amount in Rs WACA in Rs per Equity P: Promoter; PG: Promoter Group; OSS: Other Selling shareholder; WACA: Weighted Average Cost of Acquisition shall be calculated on fully diluted basis Price Band, Minimum Bid Lot & Indicative Timelines Price Band* Rs Xx To Rs Xx Per Equity Share of Face Value of Rs X Minimum Bid Lot Size EXXachEquity Shares Bid/Offer Open On Bid/Closes Open On Finalisation of Basis of Allotment Initiation of Refunds Credit of Equity Shares to Demat accounts of Allottees Commencement of trading of Equity Shares *For details of price band and basis of offer price, please refer to price band advertisement and page xx of RHP.
Page 25 of 62 Details of WACA of all shares transacted over the trailing eighteen months from the date of RHP Period Weighted Average Cost of Acquisition (in Rs.) Upper End of the Price Band is ‘X’ times the WACA Range of acquisition price Lowest Price- Highest Price (in Rs.) Trailing Eighteen Month from the date of RHP WACA: Weighted Average Cost of Acquisition shall be calculated on fully diluted basis for the trailing eighteen months from the date of RHP. RISKS IN RELATION TO THE FIRST OFFER The face value of the Equity Shares is ` x. The Floor Price, Cap Price and Offer Price determined by our Company and the Selling Shareholders, in consultation with the BRLM’s, on the basis of the assessment of market demand for the Equity Shares by way of the Book Building Process, as stated under “Basis for Offer Price” on page xx should not be considered to be indicative of the market price of the Equity Shares after listing. No assurance can be given regarding frequency of trading in the Equity Shares nor regarding the price at which the Equit y Shares will be traded after listing.
Page 26 of 62
GENERAL RISKS Investment in equity & 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 the Issuer and this Issue, 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 the RHP. Specified attention of the investors is invited to the section titled “Risk Factors” at page XXX of the RHP and on page XX of this Abridged Prospectus. PROCEDURE You may obtain a physical copy of the Bid -cum-Application Form and the RHP from the stock exchange, syndicate members, registrar to the issue, share transfer agents, depository participant s, stock brokers, underwriters, bankers to the issue, investors’ associations or Self Certified Syndicate Banks. If you wish to know about processes and procedures applicable to this issue, you may request for a copy of the RHP and/or the General Information Document (GID) from the BRLM’s or download it from the websites of the Stock Exchanges i.e. www.nseindia.com; www.bseindia.com; and the BRLMs (websites to be specified). PRICE INFORM ATION OF BRLM’s* Issue Name Name of Merchan t Banker +/- % change in closing price, (+/- % change in closing benchmark)
Page 27 of 62 Details regarding website address(es)/ link(s) from which the investor can obtain list of registrar to issue and share transfer agents, depository participants and stock brokers who can accept application from investor (as applicable) PROMOTERS OF THE ISSUER COMPANY Sr. No. Name Individual/Corporate Experience & Educational Qualification Experience: Educational Qualification: Details of promoter/s should not exceed 500 words while explaining their experience and educational qualifications BUSINESS OVERVIEW AND STRATEGY Company Overview: Product/Service Offering: Revenue segmentation by product/service offering Geographies Served: Revenue segmentation by geographies Key Performance Indicators: Client Profile or Industries Served: Revenue segmentation in terms of top 5/10 clients or Industries: Intellectual Property, if any: Market Share: Manufacturing plant, if any: Employee Strength: Note: (1) The quantitative statements shall be substantiated with Key Performance Indicators (KPIs) and other quantitative factors. (2) No qualitative statements shall be made which cannot be substantiated with KPIs. (3) Information provided in the table should not exceed 1000 words.
Page 28 of 62 BOARD OF DIRECTORS Sr. No. Name Designation (Independent / Whole time / Executive / Nominee) Experience & Educational Qualification Other Directorships 1 Indian Companies: Foreign Companies: 2 3 4 5
Page 29 of 62
Details of means of finance OBJECTS OF THE ISSUE The find requirements for each of the objects of the Issue are stated as follows: (Rs. in crores) Sr. Objects of the Issue Total Amount Amount to Estimated Net Proceeds No. estimate cost deploye d till be financed from Net Proceeds Utilization Fiscal 20_ Fiscal 20_ 1 2 3 4 5 General corporate purposes Total Details and reasons for non-deployment or delay in deployment of proceeds or changes in utilization of issue proceeds of past public issues / rights issue, if any, of the Company in the preceding 10 years. Name of monitoring agency, if any Terms of Issuance of Convertible Security, if any Convertible securities being offered by the Company Face Value / Issue Price per Convertible securities Issue Size Interest on Convertible Securities Conversion Period of Convertible Securities Conversion Price for Convertible Securities Conversion Date for Convertible Securities Details of Security created for CCD Shareholding Pattern: Sr. No. Particulars Pre Issue number of shares % Holding of Pre issue
Page 30 of 62 RESTATED CONSOLIDATED AUDITED FINANCIALS Latest Stub period FY 3 (Last audited financial year prior to issue opening) FY 2 FY 1 Total income from operations (Net) Net Profit/(Loss) before tax and extraordinary items Net Profit / (Loss) after tax and extraordinary items Equity Share Capital Reserves and Surplus Net worth Basic earnings per share (Rs.) Diluted earnings per share (Rs.) Return on net worth (%) Net asset value per share (Rs.) Minimum 5 and maximum 10 risk factors to be specified) The below mentioned risks are top 5 or 10 risk factors as per the RHP. (500-word limit in total) A. Total number of outstanding litigations against the company and amount involved Name of Entity Criminal Proceedings Tax Proceedings Statutory or Regulatory Proceedings Disciplinary actions by the SEBI or Stock Exchanges against our Promoters Material Civil Litigations Aggregate amount involve d (Rs in crores) Company INTERNAL RISK FACTORS SUMMARY OF OUTSTANDING LITIGATIONS, CLAIMS AND REGULATORY ACTION
Page 31 of 62 By the Company Against the Company Directors By our Directors Against the Directors Promoters By Promoters Against Promoters Subsidiaries By Subsidiaries Against Subsidiaries B. Brief details of top 5 material outstanding litigations against the company and amount involved C. Regulatory Action, if any - disciplinary action taken by SEBI or stock exchanges against the Promoters in last 5 financial years including outstanding action, if any (200 – 300-word limit in total) D. Brief details of outstanding criminal proceedings against Promoters (200 - 300-word limit in total) DECLARATION BY THE COMPANY We hereby declare that all relevant provisions of the Companies Act, 1956, the Companies Act, 2013 and the guidelines/regulations issued by the Government of India or the guidelines/regulations issued by the Securities and Exchange Board of India , established under Section 3 of the Securities and Exchange Board of India Act, 1992, as the case may he have been complied with and no statement made in the Red Herring Prospectus is contrary to the provisions of the Companies Act, 1956, the Companies Act, 2013, the Securities and Exchange Board of India Act, 1992 or rules made or guidelines or regulation issued there under, as the case may be. We further certify that all statements in the Red Herring Prospectus are true and correct. Sr. No. Particulars Litigation filed by Current status Amount involved ANY OTHER IMPORTANT INFORMATION AS PER BRLM / ISSUER COMPANY
Page 32 of 62 Annexure III
Page 33 of 62 Annexure IV Reference chart for calculation of minimum compensation in case of non-allotment of specified securities to applicants (Retail Individual Investors) in an IPO Example - Security A Issue Price: 300 Listing Price: 325 Minimum Bid lot: 20 shares Total No. of Applications received from RII No. of Equity Shares applied in all valid applications valid applications Shares Reserved for RIIs No. of times Subscribed (A) (B) (C) (D)=B/C 2,00,000 3,28,00,000 35,00,000 9.37 In this case maximum possible allottees is 35,00,000/20 = 1,75,000 The basis of allotment is determined by Lead Managers in consultation with the Stock Exchanges as under:
No. of Lots No. of Shares at each lot No. of retail Investors applying at each lot Total No. of Shares applied for at each lot No. of investors who shall receive minimum bid-lot (to be selected on lottery) Allotment Ratio Determined No. of shares allotted per allottee (minimum lot size) A B C D=(B*C) E F = E:C G 1 20 10,000 200,000 8750= (175000/200 000)*10000 7:8 20 2 40 10,000 400,000 8,750 7:8 20 3 60 10,000 600,000 8,750 7:8 20 4 80 10,000 800,000 8,750 7:8 20 5 100 20,000 2,000,000 17,500 7:8 20 6 120 20,000 2,400,000 17,500 7:8 20 7 140 15,000 2,100,000 13,125 7:8 20 8 160 20,000 3,200,000 17,500 7:8 20 9 180 10,000 1,800,000 8,750 7:8 20 10 200 15,000 3,000,000 13,125 7:8 20 11 220 10,000 2,200,000 8,750 7:8 20 12 240 10,000 2,400,000 8,750 7:8 20 13 260 10,000 2,600,000 8,750 7:8 20 14 280 5,000 1,400,000 4,375 7:8 20 15 300 15,000 4,500,000 13,125 7:8 20 16 320 10,000 3,200,000 8,750 7:8 20 Total 200,000 32,800,000 175,000 In this case if the number of shares applied by an applicant whose bid was unsuccessful due to failure/error on part of SCSB is 20 shares or multiples thereof, then the minimum compensation is calculated as under: Compensation = (Rs.325-Rs.300) 20(7/8) = Rs.437.50
Page 34 of 62 Annexure V For recognition as an Innovators Growth Platform Investor for the purpose of Innovators Growth Platform, the investor having a demat account with a Depository shall submit the following documents with the Stock Exchanges/Depositories or Brokers/Depository Participants: I. In case of Individual / HUF i) Copy of PAN Card. ii) Copy of Aadhaar Card or Copy of Valid Passport. iii) Income tax return of last 3 financial years iv) Certificate from practicing chartered accountant stating total gross income (annually) and liquid net worth as on date of application. Working of Liquid Net worth shall be given as an Annexure to the certificate. The same shall be calculated as follows: Capital + Free Reserve Less: non allowable assets (a) Fixed assets (b) Pledged Securities (c) Non-allowable securities (unlisted securities) (d) Doubtful debts and advances* (e) Prepaid expenses, losses (f) Intangible assets (g) 30% value of marketable securities
Page 35 of 62 vi) Declaration from investor which will state that: a) he/she/it, is not a willful defaulter as defined under Regulation 2(1)(III) of the ICDR Regulations, 2018. b) he/she/it, is not a fugitive economic offender as defined under Regulation 2(1)(p) of ICDR Regulations, 2018. c) he/she/it, is not in violation of Regulation 34 of SEBI (Delisting of Equity Shares) Regulation, 2021. d) he/she/it, is not in violation of the restrictions imposed by SEBI under SEBI circular no. SEBI/HO/ MRD/DSA/CIR/P/2017/92 dated August 01, 2017. e) he/she/it, is in compliance with RBI regulations, if applicable. f) that the investment in the Companies are in compliance with RBI norms, if applicable. g) that the submissions made to the Exchange/Depository are true and correct and if found incorrect, the Exchange/Depository reserves the right to reject the application and take necessary action. h) that in case of ineligibility due to change in the financial status of the Innovators Growth Platform Investors, he/she/it shall inform the Stock Exchange/Depository of such ineligibility. II. In case of body corporate (including LLP) i) Certificate of Incorporation. ii) If the body corporate is registered with any regulatory body such as RBI, IRDA, etc., then certificate of such valid registration from such regulatory body. iii) Copy of PAN card of body corporate. iv) Copies of Financial Statements of last three financial years. v) Copies of Income tax return of last three financial years. vi) Certificate from statutory auditor of the body corporate stating net worth as on date of application. Working of net worth shall be given as Annexure to the certificate. vii) Certified copy of Board Resolution to make application for Innovators Growth Platform Investor as per IGP norms. viii) Declaration from Managing Director/Designated Partner/authorized person that: a) the body corporate or its promoters/partners or directors are not wilful defaulter as defined under Regulation 2(1)(lll) of ICDR Regulations, 2018.
Page 36 of 62 b) the promoters/partners or directors of the body corporate are not a fugitive economic offender as defined under Regulation 2(1)(p) of ICDR Regulations, 2018. c) the body corporate or its promoters/partners or whole-time directors should not be in violation of the provisions of Regulation 34 of the SEBI Delisting Regulations, 2021. d) the body corporate or its promoters/partners, its directors should not be in violation of the restrictions imposed by SEBI under SEBI circular no. SEBI/HO/ MRD/DSA/CIR/P/2017/92 dated August 01,2017. e) the body corporate is in compliance with RBI Regulations, if applicable. f) that the investment made in the Companies are within the limit prescribed by the RBI and if investments exceed the prescribed limit, then approval of RBI for the same has been obtained, in case the same is applicable . g) that the submissions made to the Exchange/Depository are true and correct and if found incorrect, the Exchange/Depository reserves the right to reject the application and take necessary action. h) that in case of ineligibility due to change in the financial status of the Innovators Growth Platform Investor, it shall inform the Stock Exchange/Depository of such ineligibility
Page 37 of 62 Annexure VI Table I: ISD for public issue of specified securities Sr. No. Particular Field Description Source for information Timeline for submission In Principle Approval Stage 1 ISIN ISIN Issuer along with the Lead Managers Data from 1 to 23 shall be submitted by Lead Manager before grant of in principle approval by the Exchange(s) 2 Corporate Identity Number (CIN) of the Listed Entity CIN 3 Permanent Account Number (PAN) PAN 4 Name of the Issuer Name of Issuer 5 Promoter(s) Name of Promoter/s 6 Name of Company Secretary and Compliance Officer Name 7 Email Id of Compliance Officer EMAIL ID 8 Website URL 9 Registered office Address Address 10 Registered office Region Select 11 Corporate Office Address Address 12 Corporate Office Region Select 13 Platform Main Board/SME/SME Startup 14 Mode of issue Book Building/Fixed Price 15 Eligibility of the Issue SEBI ICDR Regulations 2018 (6(1),6(2),etc.) 16 Tentative No. of shares Number of Shares
Page 38 of 62 Sr. No. Particular Field Description Source for information Timeline for submission 17 Estimated Total Issue Amount (Rs. In crores) Amount 18 Face Value (Rs.) Face Value Per Share 19 Industry Select 20 Name of LM / BRLM Name of LM / BRLM Issuer along with the Lead Managers 21 Name of RTA Name of RTA 22 Name of the Market Maker Name 23 Listing Sought at Options: Only BSE / Only NSE / Only MSEI / BSE & NSE / BSE & MSEI / NSE & MSEI / BSE, NSE & MSEI Listing Stage 24 ISIN ISIN Issuer along with Lead Managers Data from 24 to 50 shall be submitted by Lead Manager before grant of Listing approval by the Exchange(s) 25 Corporate Identity Number (CIN) of the Listed Entity CIN 26 Permanent Account Number (PAN) PAN 27 Designate Stock Exchange Name of the Exchange 28 Issue Open Date Date 29 Issue Close Date Date 30 Price Band In Rs. 31 Discount (Rs.) In Rs. 32 Composition of Issue Fresh / OFS / Fresh & OFS 33 Fresh Issue shares No. of shares 34 Offer for sale No. of shares 35 Total Issue of shares No. of shares 36 Allocation to Anchor No. of shares 37 Allocation to QIB No. of shares 38 Allocation to RII No. of shares
Page 39 of 62 Sr. No. Particular Field Description Source for information Timeline for submission 39 Allocation to NII No. of shares 40 Allocation to Reservation Portion No. of shares 41 Market Maker Reservation portion No. of shares 42 Allocation to Any other No. of shares Issuer along with Lead Managers 43 Minimum Application Lot Size No. of shares 44 Final Issue Price per share (Rs.) In Rs. 45 Issue Size (Rs.in Crores) Rs. in Crores 46 Issue subscription (no. of times) Number 47 Post Issue No. of shares No. of shares 48 Scrip ID Character 49 Scrip Code Number 50 Listing Date Date
Page 40 of 62 Table II: ISD for preferential issue of specified securities Sr. No. Particular Field Description Source for information Timeline for submission In Principle approval stage 1 Name of the listed entity Name of the listed entity Issuer Data from 1 to 18 shall be submitted by the issuer before grant of in principle approval by the Exchange(s) 2 ISIN ISIN 3 Corporate Identity Number (CIN) of the Listed Entity CIN 4 Permanent Account Number (PAN) PAN 5 BSE Scrip code 6 NSE Symbol 7 MSEI Symbol 8 Board resolution approving the issue of specified securities Date 9 Copy of notice sent to shareholders Notice Copy 10 Object of the Issue As per Notice/offer document 11 Category of Allottee Option - Promoter/Non Promoter/ Promoter and Non-promoters 12 Security Type (no. of securities) Option - Equity/Options/Warrant/Convertible/NCD + warrants/Convertible other than warrants – (No. of securities) 13 Security Type (amount to be raised) Option - Equity/Warrant/Convertible/NCD + warrants/Convertible other than warrants – (Amount) 14 Consideration Option - Cash/conversion of Loan/Acquisition of Assets/other
Page 41 of 62 Sr. No. Particular Field Description Source for information Timeline for submission 15 Relevant Date Option - date/future relevant date i.e. at the time of conversion 16 Minimum Issue Price In Rs. Issuer 17 Terms of Payment % of payment on application (100/25/other specify) 18 Name of Allottees List Listing Stage 19 Name of the listed entity Name of the listed entity Issuer Data from 19 to 31 shall be submitted by the issuer before grant of trading approval by the Exchange(s) 20 ISIN ISIN 21 Corporate Identity Number (CIN) of the Listed Entity CIN 22 Permanent Account Number (PAN) PAN 23 BSE Scrip code 24 NSE Symbol 25 MSEI Symbol 26 Date of Allotment of shares Date 27 Offer Price per security In Rs. 28 Total number of shares allotted No. of shares 29 Amount Raised Rs. in Lakhs 30 Lock-in of Shares option - No. of equity shares locked-in for 6 / 12 / 18 / 36 Months 31 Number of equity shares Listed No. of shares 32 Date of Listing Date Exchange 33 Date of Trading Approval Date
Page 42 of 62 Table III: ISD for qualified institutions placement Sr. No. Particular Field Description Source for information Timeline for submission In Principle approval stage 1 Name of the listed entity Name of the listed entity Issuer along with Lead Manager Data from 1 to 14 shall be submitted by the Lead Manager before grant of in principle approval by the Exchange(s) 2 ISIN ISIN 3 Corporate Identity Number (CIN) of the Listed Entity CIN 4 Permanent Account Number (PAN) PAN 5 BSE Scrip code* 6 NSE Symbol 7 MSEI Symbol 8 Board resolution approving the issue of specified securities Date 9 Object of the Issue (As per Notice/offer document) 10 Date of Shareholders approval for placement with QIBs Date 11 Issue Size Applied for (No of Shares/Rs. in crores) No of shares/Rs. in crores 12 Provision for discount % 13 Listed at Name of the Stock Exchange(s) 14 Name of the Merchant Banker(s) Name Listing Stage 15 Name of the listed entity Name of the listed entity Issuer along with Lead Manager Data from 15 to 32 shall be submitted by the Lead Manager before grant 16 ISIN ISIN 17 Corporate Identity Number (CIN) of the Listed Entity CIN 18 Permanent Account Number (PAN) PAN 19 BSE Scrip code 20 NSE Symbol
Page 43 of 62 Sr. No. Particular Field Description Source for information Timeline for submission 21 MSEI Symbol Issuer along with Lead Manager of trading approval by the Exchange(s) 22 Relevant Date Date 23 Minimum Issue price (Per security) in Rs. 24 Bid Opening date Date 25 Bid Closing date Date 26 Date of allotment of shares in Rs. 27 Discount per shares availed in Rs. 28 Issue Price (per share) in Rs. 29 No. of Shares Allotted No. of shares 30 Final Issue Size (Rs. in crores) in Rs. 31 Category of Allotees Character 32 No. of Allottees Number 33 Date of Listing Date Exchange 34 Date of Trading Approval Date
Page 44 of 62 Table IV: ISD for rights issue of specified securities Sr. No. Particular Field Description Source for information Timeline for submission In Principle approval stage 1 Name of the Company Name Issuer in consultation with Lead Manager (if appointed) Data from 1 to 14 shall be submitted by the Lead Manager or the issuer (in case Lead Manager is not required to be appointed) before grant of in principle approval by the Exchange(s) 2 ISIN ISIN 3 Corporate Identity Number (CIN) of the Listed Entity CIN 4 Permanent Account Number (PAN) PAN 5 BSE Scrip code 6 NSE Symbol 7 MSEI Symbol 8 Board resolution approving the issue of specified securities Date 9 Object of the Issue As per Notice/offer document 10 Security Type (no. of securities) Option - Equity/Warrant/Convertible/NCD + warrants/Convertible other than warrants – (No. of securities) 11 Security Type (amount to be raised) Option - Equity/Warrant/Convertible/NCD + warrants/Convertible other than warrants – (Amount) 12 Consideration Option - Cash/conversion of Loan/Acquisition of Assets/other 13 Terms of Payment % of payment on application (100/25/other specify) 14 Name of Merchant Banker, if any Name
Page 45 of 62 Sr. No. Particular Field Description Source for information Timeline for submission Listing Stage 15 Name of the Company Name Issuer in consultation with Lead Manager (if appointed) Data from 15 to 33 shall be submitted by the Lead Manager or the issuer (in case Lead Manager is not required to be appointed) before grant of trading approval by the Exchange(s) 16 ISIN ISIN 17 Corporate Identity Number (CIN) of the Listed Entity CIN 18 Permanent Account Number (PAN) PAN 19 BSE Scrip code 20 NSE Symbol 21 MSEI Symbol 22 Record Date Date 23 Rights Ratio x:y 24 Offer price (per share) In Rs. 25 Issue opening date Date 26 Issue closing date Date 27 Right entitlement opening date Date 28 Right entitlement closing date Date 29 Date of Allotment of shares Date 30 Number of shares allotted No. of shares 31 Number of shares kept in abeyance No. of shares 32 Amount Raised Rs. in Lakhs 33 Number of shares Listed in the issue No. of shares 34 Date of Listing Date Exchange 35 Date of Trading Approval Date
Page 46 of 62 Table V: ISD for issue of American Depository Receipts (ADRs) / Global Depository Receipts (GDRs) Sr. No. Particular Field Description Source for information Timeline for submission In Principle approval stage 1 Name of the listed entity Name Issuer Data from 1 to 12 shall be submitted by the issuer before grant of in principle approval by the Exchange(s) 2 ISIN ISIN 3 Corporate Identity Number (CIN) of the Listed Entity CIN 4 Permanent Account Number (PAN) PAN 5 BSE Scrip code 6 NSE Symbol 7 MSEI Symbol 8 Board resolution approving the issue of specified securities Date 9 Copy of notice sent to shareholders Notice Copy 10 Object of the Issue As per Notice/offer document 11 Security Type (amount to be raised Rs. In Lakhs) Option -ADR/GDR – (Amount) 12 ADR/GDR listing Exchange Name of the Exchange Listing Stage 13 Name of the listed entity Name Issuer Data from 13 to 26 shall be submitted by the issuer before grant of trading approval by 14 ISIN ISIN 15 Corporate Identity Number (CIN) of the Listed Entity CIN 16 Permanent Account Number (PAN) PAN 17 BSE Scrip code 18 NSE Symbol 19 MSEI Symbol 20 Relevant Date Date 21 Name of Allottees List
Page 47 of 62 Sr. No. Particular Field Description Source for information Timeline for submission 22 Offer Price (Per Share) In Rs Issuer the 23 Date of Allotment of shares Date Exchange(s) 24 Number of shares allotted No. of shares 25 Amount Raised Rs. in Lakhs 26 Number of Equity shares Listed No. of shares 27 Date of Listing Date Exchange 28 Date of Trading Approval Date
Page 48 of 62 Table VI: ISD for issue of Foreign Currency Convertible Bonds (FCCBs) Sr. No. Particular Field Description Source for information Timeline for submission In Principle approval stage 1 Name of the listed entity Name Issuer Data from 1 to 13 shall be submitted by the issuer before grant of in principle approval by the Exchange(s) 2 ISIN ISIN 3 Corporate Identity Number (CIN) of the Listed Entity CIN 4 Permanent Account Number (PAN) PAN 5 BSE Scrip code 6 NSE Symbol 7 MSEI Symbol 8 Board resolution approving the issue of specified securities Date 9 Copy of notice sent to shareholders Notice Copy 10 Object of the Issue As per Notice/offer document 11 Security Type (no. of security) No. of Bonds of face value (in Rs.) 12 Security Type (amount to be raised) Rs. in Lakhs/Foreign currency 13 Consideration Option - Cash/Restructuring of FCCB/other Listing Stage 14 Name of the listed entity Name Issuer Data from 14 to 28 shall be submitted by the 15 ISIN ISIN 16 Corporate Identity Number (CIN) of the Listed Entity CIN 17 Permanent Account Number (PAN) PAN 18 BSE Scrip code
Page 49 of 62 Sr. No. Particular Field Description Source for information Timeline for submission 19 NSE Symbol issuer before grant of trading approval by the Exchange(s) 20 MSEI Symbol Issuer 21 Relevant Date Date 22 Offer price per share In Rs. 23 Name of Allottees List 24 Conversion Price of Currency In Rs. 25 Date of Allotment of shares Date 26 Number of shares allotted No. of shares 27 Amount Raised Rs. in Lakhs 28 Number of shares Listed No. of shares 29 Date of Listing Date Exchange 30 Date of Trading Approval Date
Page 50 of 62 Table VII: ISD for Buy-back of equity shares through tender offer Sr. No. Particular Field Description Source for information Remarks Pre Issue stage 1 Company Name of Company Listed Entity ISD data from point 1 to 39 shall submitted by the Listed Entity before issuance of Buyback opening notice by the Exchange(s) 2 ISIN ISIN 3 BSE Scrip Code 4 NSE Symbol 5 MSEI Symbol 6 Issue Type Buyback 7 Method of Buyback Tender Offer 8 Board Meeting Date Date 9 Date of declaration of results of the postal ballot, if applicable Date 10 Date of Public Announcement Date 11 Record Date Date 12 Buyback Opening Date Date 13 Buyback Closing Date Date 14 Buyback Offer No. of Shares 15 Buyback Price Amount in Rupees 16 Aggregate consideration not exceeding Amount in Rupees 17 Equity Shares Reserved for Small Shareholders No. of Shares 18 Equity Shares under General Category No. of Shares 19 Participation by Promoter(s) Yes/ No 20 Promoter(s) Declared Its intention to tender shares up to No. of Shares 21 Details of the escrow account Bank Name Listed Entity
Page 51 of 62 Sr. No. Particular Field Description Source for information Remarks 22 Promoter(s) holding Pre Buyback No. of Shares & Percentage 23 Promoter(s) tentative holding Post Buyback No. of Shares & Percentage 24 Stock Exchanges Name of the Exchange(s) where company is listed 25 Designated Stock Exchange Name of the Exchange 26 Company’s Broker/ Buyer Broker Name and Code of the Broker 27 Manager(s) to the Buyback Investment Banker 28 Last date for the receipt of completed Tender Forms and other specified documents including physical share certificates (as applicable) by the Registrar Date 29 Last date for providing Acceptance/non-Acceptance to the Stock Exchanges by the Registrar to the Buyback Date 30 Last date for settlement of bids on the Stock Exchanges Date 31 Last date for return of unaccepted Equity Shares by Stock Exchanges to Eligible Shareholders/Stock Brokers Date 32 Last date for payment of consideration to Eligible Shareholders who participated in the Buyback Date 33 Last date for extinguishment of Buyback Equity Shares Date 34 Postal Ballot Notice PDF Document 35 Letter of Offer PDF Document 36 Public Announcement PDF Document 37 Registrar to Offer Name of the Registrar 38 Registrar to Offer Contact Details
Page 52 of 62 Sr. No. Particular Field Description Source for information Remarks 39 Name of Company Secretary Name and contact details like Mail id of the Company Secretary Listed Entity Post Issue stage 40 Company Name of Company Listed Entity ISD data from 40 to 52 shall be submitted by the Listed Entity before / along with submission of Post Buy back Public Advertisement to Exchange(s) 41 ISIN ISIN 42 BSE Scrip Code 43 NSE Symbol 44 MSEI Symbol 45 Date of post buyback public announcement Date 46 Post buyback public announcement Attachment 47 Issued, Subscribed and Paid-up Capital PostBuyback No. of Shares 48 Issued, Subscribed and Paid-up Capital PreBuyback No. of Shares 49 Total number of Equity Shares bought back pursuant to the Buyback No. of Shares 50 Total amount utilized in the Buyback Amount in Rupees in Crores 51 Promoter(s) holding Post Buyback No. of Shares 52 Promoter(s) holding Post Buyback Percentage
Page 53 of 62 Table VIII: ISD for Buy-back of equity shares from the open market Sr. No. Particular Field Description Source for information Remarks Pre Issue stage 1 Company Name of Company Listed Entity ISD data from 1 to 16 shall be submitted by the Listed Entity before / along with Issue opening application with the Exchange(s) 2 Scrip Code Scrip Code 3 ISIN No. ISIN No 4 Issue Type Buyback 5 Method of Buyback Open Market 6 Board Meeting Date Date 7 Shareholders Resolution Date, if applicable Date 8 Date of Public Announcement Date 9 Buyback Opening Date Date 10 Buyback Closing Date Date 11 Maximum Buyback Price (Rs,) Amount in Rupees 12 Maximum No of shares to be bought back No. of Shares 13 Company’s Broker/ Buyer Broker Name 14 Manager to Buyback Offer Investment Banker 15 Listed capital (No of shares) No. of Shares 16 Promoter(s) holding Pre Buyback No. of Shares & Percentage Post Issue stage 17 Total No of shares bought back No. of Shares Listed Entity ISD data from 17 to 22 shall be submitted by the Listed Entity before / along with 18 Date of Closure of Buyback Date 19 Post Buyback Capital No. of Shares 20 Post Buy Back Public Announcement Date
Page 54 of 62 Sr. No. Particular Field Description Source for information Remarks 21 Post Buy Back Public Announcement PDF Attachment Listed Entity Issue closure application with the Exchange(s) 22 Promoter(s) holding Post Buyback No. of Shares & Percentage
Page 55 of 62 Table IX: ISD for open offer under SEBI SAST Regulations Sr. No. Particular Field Description Source for information Remarks Pre tendering stage 1 Name of the Target Company Name Acquirer / Manager to the Open Offer ISD data from point 1 to 21 shall submitted by the Manager to the Open Offer before issuance of Open offer notice by the Exchange(s) 2 ISIN of the Target Company ISIN 3 Exchanges where Target Company listed Name 4 Name of the Acquirer(s) Name 5 Name of the Person(s) Acting in Concert with Acquirer(s) Name 6 Type of Offer Type of offer under SEBI SAST Regulations: Substantial acquisition (Reg. 3(1))/ Consolidation of holdings (Reg. 3(2)) / Acquisition of control (Reg. 4) / Indirect acquisition (Reg. 5) / Delisting offer (Reg. 5A) / Voluntary offer (Reg. 6) / Conditional offer (Reg. 19) / Competing offer (Reg. 20) 7 Number of fully paid up shares to be acquired number & % of paid-up capital 8 Number of partly paid up shares to be acquired number & % of partly paid-up capital 9 Offer price per fully paid up share Rs. 10 Offer price per partly paid up share Rs.
Page 56 of 62 Sr. No. Particular Field Description Source for information Remarks 11 Offer size Rs. Million Acquirer / Manager to the Open Offer 12 Tendering start date date 13 Tendering closing date date 14 Manager(s) to the Offer Name & contact detail 15 Registrar to offer appointed by Acquirer Name & contact detail 16 Stock Broker appointed by acquirer, if applicable Name & contact detail 17 Name of Company Secretary of Target Company Name and contact details like Mail id of the Company Secretary 18 Designated Stock Exchange Name of the Exchange 19 Public Announcement PDF document 20 Detailed Public Statement PDF document 21 Letter of Offer PDF document Post tendering stage 22 Number of fully paid up shares acquired in offer number Acquirer / Manager to the Open Offer ISD data from 22 to 32 shall be submitted by the 23 Number of partly paid up shares acquired in offer number
Page 57 of 62 Sr. No. Particular Field Description Source for information Remarks 24 Number of fully paid-up shares acquired as % of paid-up capital number & % of paid-up capital Acquirer / Manager to the Open Offer Manager to the Open Offer before / along with submission of Post Offer Announcement to Exchange(s) 25 Number of partly paid-up shares acquired as % of partly paid-up capital number & % of partly paid-up capital 26 Offer price paid for fully per paid up share Rs. 27 Offer price paid for per partly paid up share Rs. 28 Date of payment/settlement date 29 Consideration paid in open offer (in Rs.) Rs. in Million 30 Detail of interest paid due to delay in payment amount 31 Post offer shareholding of Acquirer and PAC Number of shares & % 32 Post Offer Announcement PDF document
Page 58 of 62 Table X: ISD for voluntary delisting of equity shares where exit opportunity is required Sr. No. Particular Field Description Source for information Remarks Pre tendering stage 1 Company Name of Company Manager to the Offer Data from 1 to 45 shall be submitted by the Manager to the Offer before grant of in principle approval by the Exchange(s) 2 ISIN ISIN 3 Scrip ID Character 4 Scrip Code Number 5 Registered Office of the Company Address 6 Corporate Office of the Company Address 7 Names & addresses of promoters Name & Address 8 Shareholding of promoter & promoter group Number of shares & % 9 Name of Company Secretary and Compliance Officer Name of CS 10 Email Id of Compliance Officer EMAIL ID 11 Website address URL 12 Exchanges where listed Name 13 Platform Small company/ other than Small Company 14 Delisting Type Voluntary Delisting / Delisting Offer under Regulation 5A of SEBI SAST Regulations 15 Name of Registrar to Offer Name 16 Email Id of Registrar to Offer EMAIL ID 17 Helpline number of Registrar to Offer Number 18 Manager(s) to the Offer Name 19 Email Id of Manager to Offer EMAIL ID 20 Helpline number of Manager to Offer EMAIL ID
Page 59 of 62 Sr. No. Particular Field Description Source for information Remarks 21 Name of the Acquirer(s) Name Manager to the Offer 22 Shareholding of Acquirer(s) Number of shares & % 23 Name of the Person(s) Acting in Concert Name 24 Shareholding of the Person(s) Acting in Concert Number of shares & % 25 Delisting from BSE/ NSE 26 Initial public announcement PDF Document 27 Date of approval of Board of Directors of Target Company in respect of the proposal of the acquirer to delist the equity shares Date 28 "Reference date" for determination of floor price Date 29 Floor Price Rs. Per Equity Share 30 Indicative Price if any Rs. Per Equity Share 31 Revised Indicative price if any Rs. Per Equity Share 32 Date of revised Indicative price if any Date 33 Date of approval of shareholders through special resolution Date 34 Date of In-principle approval granted by the Stock Exchanges Date 35 Detailed public announcement PDF Document 36 'specified date’ for determining the names of the shareholders to whom the letter of offer shall be sent Date 37 Designated Stock Exchange Name 38 Letter of Offer PDF document 39 News Paper publication w.r.t Recommendations of the Committee of independent directors PDF document 40 Tendering start date Date 41 Last date for upward revision or withdrawal of bids Date 42 Tendering closing date Date
Page 60 of 62 Sr. No. Particular Field Description Source for information Remarks 43 Last date for announcement of counter offer Date Manager to the Offer 44 Last date for Public Announcement regarding success or failure of the Delisting Offer Date 45 Proposed date for payment of consideration to public shareholders who validly tendered in the delisting offer Date Post tendering stage 46 Discovered price Rs. Per Equity Share Manager to the Offer Data from 46 to 58 shall be submitted by the Manager to the Offer before grant of Final Delisting approval by the Exchange(s) 47 Exit Price, if higher than the discovered price (Pursuant to Regulation 20(6) of SEBI Delisting Regulations) Rs. Per Equity Share 48 Date of counter offer (if applicable) Date 49 Counter offer price (if applicable) Rs. Per Equity Share 50 Book value per equity share if counter offer is provided (as per Regulation 22(5) of the SEBI Delisting Regulations) Rs. Per Equity Share 51 Date of payment/ settlement Date 52 Consideration paid in voluntary delisting (in Rs.) Rs. in Million 53 Detail of interest paid due to delay in payment Amount 54 Post offer shareholding of Acquirer / PAC Number of shares & % 55 Post offer shareholding of Public Number of shares & % 56 Date of issuance of final notice for voluntary delisting by the Stock Exchange Date 57 Last date for remaining shareholders to tender equity shares Date 58 Effective date of delisting (as mentioned in Exchange's final notice) Date
Page 61 of 62 Appendix LIST OF RESCINDED CIRCULARS S. No. Circular No. and Date Subject / Title
Page 62 of 62 LIST OF RESCINDED CIRCULARS S. No. Circular No. and Date Subject / Title 13. SEBI/HO/CFD/DIL1/P/CIR/2021/0660 November 23, 2021 Non-compliance with certain provisions of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“ICDR Regulations”) 14. SEBI/HO/CFD/SSEP/CIR/P/2022/66 May 19, 2022 Streamlining the Process of Rights Issue 15. SEBI/HO/CFD/SSEP/CIR/P/2022/14 February 04, 2022 Disclosures in the abridged prospectus and front cover page of the offer document 16. SEBI/HO/CFD/PoD-1/P/CIR/2023/29 February 15, 2023 Introduction of Issue Summary Document (ISD) and dissemination of issue advertisements