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Unit 5: Primary Market




          price band would be disclosed one day in case of further public offer and two working days in  Notes
          case of IPO before the opening of the bid and the investors may be guided in the meantime by
          the  secondary market  prices in  case of  further public  offer; (2)  names and  edition of  the
          newspapers/names of websites, journals, other media where/in which the announcement of
          the floor price/price band would be made. Where the issuer decides to opt for price band instead
          of floor price, the lead book runner should ensure compliance with the following conditions:
          1.   The cap of the price band should not exceed 20 per cent of the floor, that is, cap of the price
               should be less than, or equal, 120 per cent of the floor price of the band.
          2.   The price band can be revised during the bidding period. The maximum revision on either
               side should not exceed 20 per cent. In other words, floor price of the band can move up or
               down to the extent of 20 per cent of floor of the price band disclosed and the cap of the
               revised price should be fixed as indicated in (1) above.
          3.   Any revision in the price band should be widely disseminated by (i) informing the stock
               exchange, (ii) issuing press releases and (iii) indicating the change on the relevant website
               and the terminals of the syndicate member.
          4.   The bidding period should be extended by 3 days subject to a maximum of bidding period
               of 13 days.
          5.   The manner in which the  shortfall in the project  financing resulting from lowering of
               price band to the extent of 20 per cent would be met should be disclosed. It should also be
               disclosed that allotment would not be made unless the financing is tied up.
          In the case of appointment of more than one lead merchant banker or book runner, the rights,
          obligations and responsibilities of each should be delineated. If there is under-subscription in
          an issue, the shortfall would have to be made good by the book runner(s) to the issue and the
          same should be incorporated in the inter se allocation of responsibility given by SEBI regulations.
          The pre-issue obligations of the lead merchant banker and disclosure requirements as specified
          earlier, would  be applicable  to the  issue of securities through  book-building unless  stated
          otherwise. The book runner(s) and the issuer company should determine the issue price based
          on the bids received through 'syndicate members' and the SCSBs.

          On determination of the  price, the number of  securities to  be offered should be determined
          (issue size divided by the price that has been determined). Once the final price (cut-off price) is
          determined, all those bidders whose bids have been found to be successful (i.e. at and above the
          final price or cut-off price) would be entitled for the allotment of securities. On determination of
          the entitlement, the information regarding the same (i.e. the number of securities to which the
          investor becomes entitled) should be intimated immediately to the investors. No incentive, in
          cash or kind, should be paid to the investors who have become entitled for the allotment of
          securities. The broker may collect up to 100 per cent of the application money as margin money
          from the clients/investors before he places and order on their behalf. The margin collected from
          categories other than QIBs should be uniform across the book runner(s)/syndicate member(s)/
          SCSBs for each such category. The broker/syndicate member should collect not less than 10 per
          cent of the application money as margin money in respect of bids placed by the QIBs. Bids for
          securities beyond the investment limits prescribed under relevant laws should not be accepted
          by the syndicate members/brokers from any category of clients/investors. The lead book runner
          may reject a bid placed by a QIB at the time of acceptance of the bid. The reasons for rejection
          should be disclosed to the bidder(s) and included in the offer document. On determination of the
          entitlement,  the  number  of  securities  to  which the  investor becomes  entitled  should  be
          immediately intimated to him. The final prospectus containing all disclosures as per the relevant
          SEBI guidelines, including the price and the number of securities proposed to be issued, should
          be filed with the ROCs. The issuer should arrange for the collection of the applications from all




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