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DISCLOSURES TO BE MADE IN THE LETTER OF OFFER

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....Schedule III substituted by the SEBI (Buy-back of Securities) (Amendment) Regulations, 2012, w.e.f. 07-02- 2012.for the following: Schedule III Disclosures to be made in the letter of offer [Under regulation 8(4)] The letter of offer shall, inter alia, contain the following : 1. Disclaimer Clause as may be prescribed by the Board. 2. Details of the offer including the total number and percentage of the total paid-up capital and free reserves proposed to be bought back and price. 3. The proposed time table from opening of the offer till the extinguishment of the certificates. 4. The specified date. 5. Authority for the offer of buy-back. 6. A full and complete disclosure of all material facts including the contents of the explanato....

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....uring the period stated at (a) and (b) above; (d) the stock market data referred to above shall be shown separately for periods marked by a change in capital structure, with such period commencing from the date the concerned stock exchange recognises the change in the capital structure (e.g., when the securities have become ex-rights or exbonus); (e) the market price immediately after the date on which the resolution of the Board of Directors approving the buy-back; and (f) the volume of securities traded in each month during the six months preceding the date of the offer document along with high, low and average prices of securities of the company, details relating to volume of business transacted should also be stated for respective....

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....A declaration to be signed by at least two directors of the company one of whom shall be a managing director where there is one stating that the Board of Directors has made a full enquiry into the affairs and prospects of the company and that they have formed the opinion- (a) as regards its prospects for the year immediately following the date of the letter of offer that, having regard to their intentions with respect to the management of the company's business during that year and to the amount and character of the financial resources which will in their view be available to the company during that year, the company will be able to meet its liabilities and will not be rendered insolvent within a period of one year from that date; (b) in ....