Download - Ipo Fact Sheet

8/4/2019 Ipo Fact Sheet

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BSE

IPO FACT SHEET(to be completed wherever applicable and be submitted along with the offer document.

Incomplete Fact Sheet will not be accepted)Name of Company

Regd. Office Address

Corporate Office Address

Phone Numbers

Email ID

Change of Name, if any (with dates of such changes and reasons thereof)

Issue Details

Book Building/ Fixed Price

InstrumentFor Fixed Price Issues: Face Value Premium

No.of Shares Offered through IPO

Issue Amount( Rs.million) (for bookbuilt issues,tick the appropriate box below)

25000

Listing Proposed at

Designated Stock Exchange

If Rated, Details of Ratings

If Offer for Sale

Names of Selling Shareholders Number of Sharesprior to the Issue

Number of Sharesbeing Sold

Key Intermediaries

Lead Managers

Appraised By

Monitoring Agency

Registrars

Issue Objects

Objects of the Issue

Details Of Project Cost

Means Of Financing

Proposed Utilisation of Issue Funds pending Deployment)

Promoters

Promoters Background

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Companys Business

Brief History of the Company

Present Business

Proposed Business

Market

Colloborations/TieUps, if any

Board of Directors

Name Fathers/

Spouses

Name

Designation in

Board

(IndicateIndependent

Directors

specifically)

Age,

Nationality,

Occupation

Residence

Address

Other

Directorships

Shareholding PatternAll pre-issue holdings shall be treated asControlling/Strategic/In-Concert Holdings

Pre-Issue Likely Post Issue

No. of Shares % No. of Shares %BASED IN INDIA

Indian Individuals & their Relatives/HUFs

Indian Corporate Bodies/ Trusts/ Partnerships

Persons Acting in Concert

Non-promoter Directors and their Relatives

(other than those covered above)

Employee Welfare Trusts/ESOPs

Banks/Financial Institutions

Central/ State Governments/Institutions

Venture Funds/ Private Equity Funds

Others (Please specify

here______________________)

Sub Total

BASED OVERSEAS

Foreign Individuals/ Corporate Bodies (including

FDI)

Foreign Banks/Financial Institutions

Non Resident Indians/Corporate Bodies

Others (Please specify

here______________________)

Sub Total

Public

Sub Total

Grand Total

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Key Financial Indicators for Last 5 Years

Profit & Loss Account (Rs.million)

Year I( )

Year II( )

Year III( )

Year IV( )

Year V( )

Sales/ RevenueOther Income

Total Income

Total Expenditure

Net Profit before Tax

Net profit after Tax

Adjusted Net Profit after Tax

Assets & Liabilities

Total Fixed Assets(Net Block)

Investments

Total Current Assets, Loans &Advances

Total Liabilities

Performance Ratios

Earnings per Share (Rs)

Return on Networth (%)

Book Value per Share(Rs)

D. Networth

E. Segment Revenues

Networth (Rs million) Pre-Issue(as on _______) Post Issue

Top 10 Sundry Debtors

As on the immediate period preceding the filing of the offer document(specify as on datehere _______)

Name Address Relationship withCompany/ Promoters/

Directors

Amount(Rs.

million)

,% ofTotal

PeriodOutstanding

Top 10 Customers in the preceding 3 Financial Years


Directors

Amount(Rs.

million)

,% ofTotal

PeriodOutstanding

Top 10 Sundry Creditors

As on the immediate period preceding the filing of the offer document(specify as on datehere _______)

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Directors

Amount(Rs.

million)

,% ofTotal

PeriodOutstanding

Investments made by the CompanyAs on the immediate period preceding the filing of the offer document(specify as on datehere _______)

Name Amount

(Rs. million)

Capital Issues made by Group Companies in the preceding 5 Years(From the date of filing of the Offer Document)

Name of Company Issue Type(e.g.public/rights etc.)

Issue Date Amount Raised(Rs. million)

Status Of Income Tax

of Company, its promoters and all directors, for the preceding 5 assessment years (and of

such past years where assessment has not been completed)

Assessment Year Income Tax Amount Status of Assessment

Risk Factors

CompanySpecific Risk Factors (do not reproduce all risk factors here; list only key company-

specific risk factors)

Other Issues

Salient Features Of Outstanding & Proposed Secured & Unsecured LoansGovernment Regulations of Concern

Details of any other Shareholders Agreements and Restrictive Clauses if any

Ownership of Copyright/Trade Marks/Brands

Other Group Companies -Listed

(required for each company separately)

Name of Company Year OfIncorpor

ation

Nature ofActivity

Turnover(Rs.

million)

Year----

PBT(Rs.

million)

Year----

Dividend%

Year----

Listedat

Other Group Companies -Unlisted

(required for each company separately)

Name of Company Year Of

Incorporation

Nature of Activity Turnover

(Rs.million)

Year----

PBT

(Rs.million)

Year----

Dividend %

Year----

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Defaults with Stock Exchanges/Regulators

Details, if any, if the company/promoters/ promoting company / group companies / subsidiary

companies/ companies promoted by the promoters/ promoting company(ies) have been in

default in payment of listing fees to any stock exchange in the last three years or have faced

any disciplinary action or have been delisted or suspended in the past or have been proceededagainst by SEBI or other regulatory authority

Defaults in Payment of Interest/Principal

Defaults by Company/Promoters/ promoting company / group company / subsidiary company/companies promoted by the promoters/ promoting company(ies) in respect of payment of

interest and/or principal to the debenture/ bond/ fixed deposit holders if any.

Compliances at Stock Exchanges

i) Confirmation that the all group companies are fully compliant with the listing agreement at all

stock exchanges where these are listed

ii) Confirmation that all instruments issued by all group companies are listed

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Disciplinary Actions/Litigation/Defaults (include the following, whether in India or

abroad)

litigations /disputes;

non-payment of statutory dues, overdues to banks/ financial institutions/ lenders, defaultsagainst banks/ financial institutions/ lenders, defaults in dues payable to holders of

debentures/ bonds/ fixed deposits/ preference shares(including willful default); defaults in compliance with statutory and listing regulations;

non-payment of statutory dues;

economic offences;

cases of suspension/delisting or other disciplinary action taken by stock exchanges;

cases of actions by Securities and Exchange Board of India(SEBI) , Department of

Company Affairs (DCA) and other government organisations/bodies like Reserve Bank of

India(RBI);

cases relating to income tax and indirect taxes;

other civil prosecutions (e.g. by suppliers, customers, employees etc);

issues of moral turpitude or criminal culpability;

winding up/ under liquidation/ sick company/ names strike off from Registrar of

Companies(ROC);

cases of investor grievances;

any other cases where penalties were imposed.

The disclosures should cover the following:

all such cases of the past where conviction has taken place/adverse order has been issued

all cases which are presently outstanding

The entities for which these disclosures should be made should cover:

issuer company directors

promoters

persons acting in concert

companies and firms promoted by the promoters

companies in which promoters were associated in the past as a promoter but are no longer

associated

subsidiaries and associates of the issuer company

any other entity where outcome of a case could have a materially adverse effect on the

issuer company

key managerial personnel of the issuer company

With regard to the items, the disclosures, wherever applicable, should cover brief description ofthe case, amounts involved, present status and likely adverse effect on the issuer company

For brevity purposes, the grouping may be done for some types of negative information, which

are large by number but small by amount even in the aggregate (like litigations by employees).

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SHAREHOLDING DISCLOSURE FORMS

GUIDELINES FOR FILLING THE SHAREHOLDING DISCLOSURE FORMS

General Instructions

1. Information should be filled in the prescribed forms only. Information submitted in

any other format shall not be accepted.2. Information should be filled in the columns provided and the column names should

not be changed.3. All forms and all columns should be filled.A should be filled to show nil.

4. The shareholding pattern must cover 100% of the shareholding. Data should not

contain any calculation errors in sub- totals or in the grand total.

5. Forfeited shares should not be included in the shareholding pattern. Forfeiture of

shares leads to reduction of capital and as such the same should be excluded from

the main format and can be disclosed by way of a footnote.6. No shareholder should be included under 2 categories. For example, if a Bank has

promoted a company and presently has controlling interest in the company, its

shareholding should appear under Banks/ Financial Institution (IA6) and not underIndian Corporate Bodies/Trusts/Partnerships (IA2).

What is Controlling/ Strategic/In-concert Holding ?

Holdings of founders/directors/ acquirers and their relatives which has a control

element

Holdings of persons/ bodies and by their relatives who are associated with entities

whose holding has a control element.

Holdings of such entities on which the Controlling Body has a managerial controlor in which it has a significant investment (??)

Holdings of such entities where the right of first refusal on shares rests with the

Controlling Body

Holdings of the Government as a promoter/acquirer

Holdings under FDI and also such FII holdings where the parent is related to the FDI

Strategic stakes ofcorporate bodies/ individuals

Holdings of associate/group companies (cross-holdings)

Holdings of Employee Welfare Trusts

All locked-in shares

Holdings of any entity which would not trade in the shares of the company without

the advice or consent of the entities in control

If there is any shareholder who has a relationship (see note on What isControlling/Strategic/In-Concert holding above) with the holders of Controlling/

Strategic Interest, then its shareholding should not be put under Public/Free-float, but be

included in the Controlling/ Strategic Interest Section.

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To elaborate, Controlling Interest/ Strategic Holding/In-concert Holding refers to

entities who are in control of the company, directly or indirectly, whether as a

shareholder , director or otherwise and includes all such holdings that would be coveredin the categories listed above (and control is defined as right to appoint /

reapoint/remove any director on the Board of Directors or to control the management or

policy decisions exercisable by a person or persons acting individually or in concert,directly or indirectly, including by virtue of their shareholding or management rights or

shareholders agreements or voting agreements or in any other manner and including

persons who are instrumental in the formulation or implementation of a plan or programme or who are guarantors to the borrowings of the company or who can

influence the investment and/or borrowing powers of the company) or person or persons

named as promoters in any offer document filed with SEBI, stock exchange, ROC or any

other body for the offer of securities to the public or existing shareholders and whocontinue to be presently associated with the controlling entity.

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SHAREHOLDING PATTERN SUMMARY

CATEGORY CODES & DESCRIPTION

FORM A

I: CONTROLLING/STRATEGIC/IN-CONCERT HOLDINGS

Category Type Description

IA BASED IN INDIA

IA1 Indian Individuals/ & their

Relatives/HUFs

All Indian individuals and their relatives/ HUFs who

promoted/ founded the company and/ or whoacquired the company or its shares subsequently

and/ or are in control of the company and/ or arepresently associated with the persons holding the

controlling stake .All shares presently under lock-

in should also be included. (The term Relatives is

defined in the Companies Act.) Indian Relatives of

NRIs listed under 1B3 should also be included here.

IA2 Indian Corporate Bodies/ Trusts/

Partnerships

All Indian corporate bodies/ trusts/ partnership or

any other type of entity which promoted/ founded

the company and/ or who acquired the company or

its shares subsequently and/or are in control of

the company and/or are presently associated with

the persons holding controlling stake. All shares

presently under lock-in should also be included.

IA3 Persons Acting in Concert All individuals/HUFs and their relatives and

corporate bodies/trusts/partnerships/ organizations/

suppliers/ customers/ dealers who are presently in

concert with the Controlling body or were in

concert at the time of acquiring shares of the

company and/or are likely to presently vote along

with the Controlling body on matters affectiing thecontrolling body (This also includes all PACs sonamed in an acquisition, if any, made under SEBIs

Takeover Regulations who are likely to vote along

with the Controlling body).

IA4 Other Directors and their Relatives

(other than those covered in IA1, IA3

and IIA3)

Directors (and their relatives)other than thosecovered under IAI, IA3 and IIA3 who are associated

with persons holding the controlling stake. (The

term Relatives is defined in the Companies Act.)

IA5 Employee Welfare Trusts/ESOPs Employees Welfare Trusts holding shares as also

shares allotted to employees under ESOP which are

presently under lock-in.

IA6 Banks/Financial Institutions Banks (scheduled, co-operative, rural, private,

foreign etc.) and financial institutions, with acontrolling interest.

IA7 Central/ State Governments Central Government or any State Government, with

a controlling interest.

IA8 Central/ State Government Institutions Any organization/ undertaking/ enterprise/

institution which is controlled by the Central

Government or any State Government, with a

controlling interest.

IA9 Venture Funds/ Private Equity Funds Venture funds/ private equity funds, irrespective of

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registration with SEBI, with a controlling interest.

IB BASED OVERSEAS

IB1 Foreign Individuals (including FDI) All foreign individuals who hold shares with a

controlling interest, including all FDIs.

IB2 Foreign Corporate Bodies (including

FDI) other than IB3

All foreign corporate bodies (other than IB3) who

hold shares with a controlling interest, including allFDIs and also such FII holdings where the parent is

related to the FDI.

IB3 Foreign Banks/Financial Institutions All foreign banks/financial institutions who hold

shares with a controlling interest, including all FDIs.

IB4 Non Resident Indians (Individuals) All NRIs (individuals) who promoted/founded the

company and/or who acquired the company or its

shares subsequently and/or are in control of the

company and/ or are presently associated with the persons holding controlling stake. All shares

presently under lock-in should also be included.

IB5 Non Resident Indian Corporate Bodies All NRI-owned corporate bodies who hold shares

with a controlling interest.

IC1 OTHERS Any other category of shareholders, not listed above,

with a controlling interest

ID1 ANY OTHER LOCKED-IN SHARES All shares which have a lock-in should be covered in

category IA to ID above. If such shares cannot be

classified in any of the above category, then these

should be listed here.

II: FREE FLOAT/PUBLIC HOLDINGS

IIA BASED IN INDIA

IIA1 Indian Individuals/HUFs Indian Individuals/ HUFs holding shares, withoutany controlling interest.

IIA2 Indian Corporate Bodies/ Trusts/

Partnerships

Indian corporate bodies/ trusts/ partnership or any

other type of organization, holding shares and not

act in concert with or advice of the

Controlling body.

IIA3 Other Directors & their Relatives (other

than those covered in IA1, IA3 and IA4)

Directors (including Independent Directors) and

their relatives other than those covered in IA1, IA3

and IA4 holding shares and not act in concert with

or advice of the

Controlling body.

IIA4 Present Employees Present employees holding shares on a preferential

allotment basis and under an ESOP scheme and not

carrying any lock-in.IIA5 Banks/Financial Institutions Banks (scheduled, co-operative, rural, private,

foreign etc) and financial institutions holding shares

as a portfolio investment.

IIA6 Central/State Governments Central Government or by any State Government,

holding shares as a portfolio investment.

IIA7 Central/ State Government Institutions Organizations/ undertakings/ enterprises/

institutions, which are controlled by the CentralGovernment or any State Government, holding

shares as a portfolio investment.

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IIA8 Insurance Companies IRDA-approved insurance companies holding shares

as a portfolio investment.

IIA9 Mutual Funds SEBI-registered mutual funds holding shares

IIA10 Venture Funds/ Private Equity Funds Venture funds/ private equity funds, irrespective of

registration with SEBI, holding shares as a portfolioinvestment.

IIA11 Customers/ Dealers Customers/ Dealers of the Company, if identifiable,holding shares as a portfolio investment.

IIA12 Suppliers Suppliers of the Company, if identifiable, holdingshares as a portfolio investment.

IIB BASED OVERSEAS

IIB1 Foreign Individuals/ Non-Corporate

Bodies

All foreign individuals / non-corporate bodies who

hold shares as a portfolio investment.

IIB2 Foreign Corporate Bodies All foreign corporate bodies, including foreign

banks, who hold shares as a portfolio investment.

IIB3 Foreign Institutional Investors All FIIs registered with SEBI who hold shares as a

portfolio investment.

IIB4 Non Resident Indians (Individuals) All NRIs (individuals) who hold shares as a

portfolio investment.IIB5 Non Resident Indian Corporate Bodies All NRI-owned corporate bodies who hold shares as

a portfolio investment.

IIC OTHERS Any other category of shareholders, not listed above,without a controlling interest.

BROAD SUMMARY OF HOLDINGS

Total Controlling/ Strategic/In-concert Holdings

The figure to be reported pertaining to Total Controlling/ Strategic / In-concert Holding should be the

sum of all entities under Category I above.Total Free-float/Public Holdings

The figure to be reported pertaining to Total Free-float/Public Holding should be the sum of all entities

under Category II above.

SUMMARY OF DOMESTIC/FOREIGN HOLDINGS

Total Domestic Holding

The figure to be reported pertaining to Total Domestic Shareholding should be the sum of all domestic

entities, whether exercising control or not.Total Foreign Holding

The figure to be reported pertaining to Total Foreign Shareholding should be the sum of all foreign entities,

whether exercising control or not.

FORM BCONTROLLING/STRATEGIC/IN-CONCERT HOLDERS (LIST ALL HOLDERS)

Every single shareholder, who is classified under Category I in Form A, should be individually listed here.

FORM C

FREE-FLOAT /PUBLIC HOLDERS (DISCLOSE HOLDINGS OF ONLY 1% & ABOVE)

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Only such shareholders who hold 1% and above shares and are not covered in Form B should be

individually listed here.

FORM D

FREE-FLOAT/PUBLIC HOLDERS (DISCLOSE ALL HOLDINGS OF LESS THAN 1%)

All shareholders who hold less than 1% each should be individually listed here.

FORM E

LOCKED-IN SHARES

Every single shareholder whose holding is under a lock-in should be individually listed here.

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FORM A

SHAREHOLDING PATTERN SUMMARY

Name of the Company :

Category

Code

Category No.of Shares Held % of Shareholding

I CONTROLLING/STRATEGIC/IN-CONCERT HOLDINGS

IA BASED IN INDIA

IA1 Indian Individuals & their Relatives/HUFs

IA2 Indian Corporate Bodies/ Trusts/ Partnerships

IA3 Persons Acting in ConcertIA4 Other Directors and their Relatives (other than those covered in 1A1

and 1A3 and IIA3)

IA5 Employee Welfare Trusts/ESOPs

IA6 Banks/Financial Institutions

IA7 Central/ State Governments

IA8 Central/ State Government Institutions

IA9 Venture Funds/ Private Equity Funds

Sub Total IA

IB BASED OVERSEAS

IB1 Foreign Individuals (including FDI)

IB2 Foreign Corporate Bodies (including FDI) other than covered in IB3

IB3 Foreign Banks/Financial Institutions

IB4 Non Resident Indians (Individuals)

IB5 Non Resident Indian Corporate Bodies

Sub Total IB

IC OTHERS (Please specify here______________________)

Sub Total IC

ID ANY OTHER LOCKED-IN SHARES (except those covered under IA

to IC)

Sub Total ID

Sub Total I

II FREE FLOAT/PUBLIC HOLDINGS

IIA BASED IN INDIA

IIA1 Indian Individuals/HUFs

IIA2 Indian Corporate Bodies/Trusts/Partnerships

IIA3 Other Directors & their Relatives (other than those covered in IA1, IA3

and IA4)

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IIA4 Present Employees

IIA5 Banks/Financial Institutions

IIA6 Central/State Governments

IIA7 Central/ State Government Institutions

IIA8 Insurance Companies

IIA9 Mutual Funds

IIA10 Venture Funds/ Private Equity FundsIIA11 Customers/ Dealers

IIA12 Suppliers

Sub Total IIA

IIB BASED OVERSEAS

IIB1 Foreign Individuals/ Non-Corporate Bodies

IIB2 Foreign Corporate Bodies

IIB3 Foreign Institutional Investors

IIB4 Non Resident Indians (Individuals)

IIB5 Non Resident Indian Corporate Bodies

Sub Total IIB

IIC OTHERS (Please specify here _________________)

Sub Total IIC

Sub Total II

Grand Total I & II

BROAD SUMMARY OF HOLDINGS No.of Shares Held % of Shareholding

Total Controlling/ Strategic/In-concert Holdings

Total Free-float/Public Holdings

Grand Total

SUMMARY OF DOMESTIC/FOREIGN HOLDINGS No.of Shares Held % of Shareholding

Total Domestic Holding

Total Foreign Holding

Grand Total

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FORM B

CONTROLLING/STRATEGIC/IN-CONCERT SHAREHOLDERS

INCLUDE EVERY SINGLE SHAREHOLDER

WHETHER BELOW OR ABOVE 1% HOLDING

(List Shareholders Categorywise)


Sl.

No.

Shareholders Name Name of

Father/Spouse(in case

of individuals)

Address No.of

Shares Held

% of

Shareholdin

g

Category

Code

TOTAL*

* The Total here should tally with the Total of I in Form A.

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FORM C

FREE-FLOAT/PUBLIC SHAREHOLDERS

DISCLOSE ALL SHAREHOLDERS WITH HOLDINGS OF

1% & ABOVE



Sl.

No.

Shareholders Name Name of Father/Spouse

(in case of individuals)

Address No.of Shares

Held

% of

Shareholding

Category

Code

Relation

if any, w

anyone

Catego

Code

(Descr

relations

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FORM D

FREE-FLOAT/PUBLIC SHAREHOLDERS

DISCLOSE ALL SHAREHOLDERS

WITH HOLDINGS OF LESS THAN 1%



Sl.

No.

Shareholders Name Name of Father/Spouse

(in case of individuals)

Address No.of Shares

Held

% of

Shareholding

Category

Code

Relationship

any, with

anyone in

Category Co

I

(Describe

relationship

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FORM E

LOCKED-IN SHARES


Sl.

No.

Shareholders Name No.of Shares

Held

% of

Shareholding

Category Code Relationship, if any, with

anyone in Category Code I

(Describe relationship)

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