TaxTMI 
TaxTMI 
TaxTMI 
Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Fourth Amendment) Regulations, 2012
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.... (n), the following new clause shall be inserted, namely:- "(na) "General Corporate Purposes" include such identified purposes for which no specific amount is allocated or any amount so specified towards General Corporate Purpose or any such purpose by whatever name called, in fie draft offer document filed with the Board: Provided that' any issue related expenses shall not be considered as a part of General Corporate Purpose merely because no specific amount has been allocated for such expenses in the draft offer document filed with fie Board." (ii) in regulation 4, after sub-regulation (3), the following new sub-regulation shall be inserted, namely- "(4) The amount for general corporate purposes, as mentioned in objects of the issue in the draft offer document filed with the Board, shall not exceed twenty five per cent of the amount raised by the issuer by issuance of specified securities." (iii) in regulation 5, - (A) in sub-regulation (3), for the full stop, the symbol ":" shall be substituted; (B) after sub-regulation (3), the following proviso shall be inserted, namely,- "Provided that where any of the merchant bankers is an associate of the issuer, it shall....
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....,- "Provided that in case the post issue shareholding of the promoters is less than twenty per cent., alternative investment funds may contribute for the purpose of meeting the shortfall in minimum contribution as specified for promoters, subject to a maximum of ten per cent of the post issue capital." (xi) in regulation 33, in sub-regulation (1)- A. in clause (b), after the words "acquired by promoters", the words "and alternative investment funds", shall be inserted. B. In clause (b), in the proviso, in para (i), after the words "if promoters", the words and symbol '"alternative investment funds, as applicable", shall be inserted. C. In clause (c), after the words "allotted to promoters", the words "and alternative investment funds", shall be inserted. (xii) in regulation 36, in clause (a), after the words "minimum promoters' contribution" and before the words "shall be", the words and symbols "including contribution made by alternative investment funds, referred to in proviso to clause (a) of sub-regulation (1) of regulation 32," shall be inserted. (xiii) in regulation 43, (A) sub-regulation (2) shall be substituted with the following, namely - "(2) In an ....
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....sis by issuer and shall be made publicly accessible in the manner specified by the Board." (xvii) in regulation 57, in sub-regulation (2), - (A) in clause (b), for the full stop the symbol ":" shall be substituted; (B) after clause (b), the following proviso shall be inserted, namely- "Provided that in the case of a further public offer or a rights issue, the offer document shall be deemed to be in compliance with the provisions of this regulation, if suitable references are made to the updated disclosures in the offer document referred to in regulation 51A of these regulations." (xviii) in regulation 85, (A) in sub-regulation (1), for the full stop the symbol ":" shall be substituted; (B) after sub-regulation (1) following proviso shall be inserted, namely,- "Provided that the issuer may offer a discount of not more than five per cent. on the price so calculated for the qualified institutions placement, subject to approval of shareholders as specified in clause (a) of regulation 82 of these regulations." (xix) in Schedule VI, in Form A, after para (16), following new Para shall be inserted, namely - "(17) We certify that profits from related party transactions hav....
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.... for public issue" shall be omitted. (xxiii) for Schedule XIV, the following shall be substituted, namely:- Schedule XIV [See regulation 49 (2)] ILLUSTRATION EXPLAINING MINIMUM APPLICATION SIZE For inviting applications in multiples of the minimum value as referred to in sub-regulation (2) of regulation 49, the procedure is clarified by following example: Assuming an issue is being made at a price of ₹ 900 per equity share. In this case, the issuer in consultation with the lead merchant banker can deter-nine the minimum application lot within the range of 12 - 16 equity shares (in value terms between ₹ 10,000- ₹ 15,000), as explained hereunder: Options I II III IV V Lot Size @ ₹ 900/- per share 12 shares 13 shares 14 shares 15 shares 16 shares Application/Bid amount for 1 lots 10800 11700 12600 13500 14400 Application/Bid amount for 2 lots 21600 23400 25200 27000 28800 Application/Bid amount for 4 lots 43200 46800 50400 54000 57600 Application/Bid amount for 8 lots 86400 93600 100800 108000 115200 Application/Bid amount for 16 lots 172800 187200 -- -- -- Application/Bid amount for 18 lots 194400 -- -- -- ....
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....40,00,000 - (1,00,000 * 20)}] * 200 (i.e. 220-20) 3. C 120 20 specified securities (i.e. the minimum bid lot) + 5 specified securities[{35,00,000 - (1,00,000 * 20)}/{140,00,000 - (1,00,000 * 20)}] * 40 (i.e. 60-20) 4. D 60 20 specified securities (i.e. the minimum bid lot) + 38 specified securities[{35,00,000 - (1,00,000 * 20)}/{140,00,000 - (1,00,000 * 20)}] * 300 (i.e. 320-20) 5. E 20 20 specified securities (i.e. the minimum bid lot) B. (1) Total no. of specified securities on offer @ ₹ 600 per share: 1 crore specified securities. (2) Specified securities on offer for retail individual investors' category: 35 lakh specified securities. (3) The issue is over subscribed 7 times whereas the retail individual investors' category is over subscribed 9.37 times. (4) Issuer decides to fix the minimum application / bid size as 20 specified securities (falling within the range of ₹ 10,000 - 15,000). Application can be made for a minimum of 20 specified securities and in multiples thereof. (5) Assume that a total of two lakh retail individual investors have applied in the issue, in varying number of bid lots i.e. between 1 - 16 bid lots, based on the ....