Disclosures in the Abridged Prospectus and Price Information of past issues handled by Merchant Bankers

CIR/CFD/DIL/7/2015 · 2015-10-30 · SEBI

Summary

This circular rationalizes the disclosure requirements in abridged prospectuses to improve readability and address their excessive volume. It introduces a revised format for abridged prospectuses and price information disclosures for past issues handled by merchant bankers. The provisions apply to public issues opening for subscription from December 1, 2015, rescinding previous circulars on these matters. This section details the objects of the issue, financials, risk factors, and litigation summaries required for disclosure. It includes a declaration by the company confirming compliance with relevant laws and regulations. Finally, it provides formats for merchant bankers to disclose price information of past issues.

Text

SEBI has prescribed the disclosure requirements in the abridged prospectus in accordance with the provisions of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 and the Companies Act, 2013.

The disclosure requirements in the abridged prospectus have been rationalized to address the issue of voluminous documents, improving readability while retaining relevant information for investors.

The revised format of abridged prospectus as per Regulation 58 (1) and Part D of Schedule VIII of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009, is placed at Annexure I.

The format for disclosure of price information of past issues handled by the merchant bankers has been revised and is placed at Annexure II, rescinding SEBI Circular no. CIR/CFD/DIL/5/2011 dated September 27, 2011.

This Circular shall be applicable on issues opening for subscription from December 1, 2015 and a copy of abridged prospectus shall be filed with SEBI.

This Circular is issued in exercise of the powers conferred under Section 11 and Section 11A of the Securities and Exchange Board of India Act, 1992 read with Regulation 58(1) of SEBI (ICDR) Regulations, 2009 and Section 33 read with Section 2(1) of the Companies Act, 2013.

The fund requirements for each of the objects of the Issue are stated as follows: (Rs in crores)

Details and reasons for non-deployment or delay in deployment of proceeds or changes in utilization of issue proceeds of past public issues/rights issues, if any, of the Company in the preceding 10 years.

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 1. Promoter & Promoter Group 2. Public Total 100%

RESTATED AUDITED FINANCIALS Standalone Latest Stub period FY 5 (Last audited financial year prior to issue opening) FY 4 FY 3 FY 2 FY 1 ... Consolidated ...

INTERNAL RISK FACTORS (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)

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Source: SecMarx — Disclosures in the Abridged Prospectus and Price Information of past issues handled by Merchant Bankers. Verbatim text is public record; SecMarx structuring (linkage to applying orders) is cited to us.