BSE

FPO 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
Instrument
For Fixed Price Issues: Face Value Premium
No.of Shares Offered through FPO
Issue Amount( Rs.million) (for bookbuilt issues,tick the appropriate box below)
<500 500-999 1000 –2499 2500-4999 5000–9999
10000-24999 >25000
Presently Listed at
Listing Proposed at
Designated Stock Exchange
If Rated, Details of Ratings

If Offer for Sale

Names of Selling Shareholders Number of Shares Number of Shares
prior to the Issue being 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
Promoter’s Background

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Page 2 of 19
 Company’s Business
Brief History of the Company
Present Business
Proposed Business
Market
Colloborations/Tie–Ups, if any

Board of Directors
Name Father’s/ Designation in Age, Residence Other
Spouse’s Board Nationality, Address Directorships
Name (Indicate Occupation
Independent
Directors
specifically)

Shareholding Pattern
I .Controlling/Strategic/In-Concert Pre-Issue Likely Post Issue
Holdings
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
Total I
II. Free Float/Public Holdings
BASED IN INDIA
Indian Individuals/HUFs
Indian Corporate Bodies/Trusts/Partnerships
Present Employees
Banks/Financial Institutions

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Central/State Governments/Institutions
Insurance Companies
Mutual Funds
Venture Funds/ Private Equity Funds
Others (Please specify
here______________________)
Sub Total
BASED OVERSEAS
Foreign Individuals/Corporate Bodies
Foreign Institutional Investors
Non Resident Indians/Corporate Bodies
Others (Please specify
here______________________)
Sub Total
Total II
Grand Total (I & II)

Key Financial Indicators for Last 5 Years

Profit & Loss Account (Rs.million)
Year I Year II Year III Year IV Year V
( ) ( ) ( ) ( ) ( )
Sales/ Revenue
Other 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

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As on the immediate period preceding the filing of the offer document (specify as on date
here _______)
Name Address Relationship with Amount ,% of Period
Company/ Promoters/ (Rs. Total Outstanding
Directors million)

Top 10 Customers in the preceding 3 Financial Years

Name Address Relationship with Amount ,% of Period
Company/ Promoters/ (Rs. Total Outstanding
Directors million)

Top 10 Sundry Creditors

As on the immediate period preceding the filing of the offer document (specify as on date
here _______)
Name Address Relationship with Amount ,% of Period
Company/ Promoters/ (Rs. Total Outstanding
Directors million)

Investments made by the Company

As on the immediate period preceding the filing of the offer document (specify as on date
here _______)
Name Amount
(Rs. million)

Capital Issues made by the Company and Group Companies in last 5 Years
(From the date of filing of the Offer Document)
Name of Company Issue Type Issue Date Amount Raised
(e.g.public/rights etc.) (Rs. million)

Status Of Income Tax

of Company, its promoters and all directors, for 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
Company–Specific Risk Factors (do not reproduce from the prospectus all risk factors here; list
only key company-specific risk factors)

Other Issues
Salient Features Of Outstanding & Proposed Secured & Unsecured Loans
Government Regulations of Concern
Details of any other Shareholders’ Agreements and Restrictive Clauses if any
Ownership of Copyright/Trade Marks/Brands

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Other Group Companies -Listed
(required for each company separately)
Name of Company Year Of Nature of Turnover PBT Dividend Listed
Incorpor Activity (Rs. (Rs. % at
ation million) million) Year----
Year---- Year----

Other Group Companies -Unlisted

(required for each company separately)
Name of Company Year Of Nature of Activity Turnover PBT Dividend %
Incorpor (Rs. (Rs. Year----
ation million) million)
Year---- Year----

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 proceeded
against 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 company/group companies are fully compliant with the listing
agreement at all stock exchanges where these are listed
ii) Confirmation that all instruments issued prior to this FPO ( and of other group companies)
are listed

Stock Price
( at a major exchange where the company is presently listed)
Name of Stock Exchange:
Date Closing Price Month’s Volume
Price at the time of filing the Offer -
Document
Price 1 month ago
Price 3 months ago
Price 6 months ago
Price 12 months ago

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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, defaults
against 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 of
the 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 under
Indian 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 control
or 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 is

Controlling/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 covered
in 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 who
continue 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 All Indian individuals and their relatives/ HUFs who
Relatives/HUFs 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 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/ All Indian corporate bodies/ trusts/ partnership or
Partnerships 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 the
controlling body (This also includes all PACs so
named in an acquisition, if any, made under SEBI’s
Takeover Regulations who are likely to vote along
with the “Controlling” body).
IA4 Other Directors and their Relatives Directors (and their relatives)other than those
(other than those covered in IA1, IA3 covered under IAI, IA3 and IIA3 who are associated
and IIA3) 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 a
controlling 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 All foreign corporate bodies (other than IB3) who
FDI) other than IB3 hold shares with a controlling interest, including all
FDIs 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, without
any controlling interest.
IIA2 Indian Corporate Bodies/ Trusts/ Indian corporate bodies/ trusts/ partnership or any
Partnerships other type of organization, holding shares and not
act in concert with or advice of the
“ Controlling” body.
IIA3 Other Directors & their Relatives (other Directors (including Independent Directors) and
than those covered in IA1, IA3 and IA4) 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 Central
Government 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 portfolio
investment.
IIA11 Customers/ Dealers Customers/ Dealers of the Company, if identifiable,
holding shares as a portfolio investment.
IIA12 Suppliers Suppliers of the Company, if identifiable, holding
shares as a portfolio investment.

IIB BASED OVERSEAS

IIB1 Foreign Individuals/ Non-Corporate All foreign individuals / non-corporate bodies who
Bodies 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 B
CONTROLLING/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 Category No.of Shares Held % of Shareholding

Code

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 Concert
IA4 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 Funds
IIA11 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)

Name of the Company :

Sl. Shareholder’s Name Name of Address No.of % of Category

No. Father/Spouse(in case Shares Held Shareholdin Code
of individuals) g

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
(List Shareholders Categorywise)

Name of the Company :

Sl. Shareholder’s Name Name of Father/Spouse Address No.of Shares % of Category Relationship,
No. (in case of individuals) Held Shareholding Code if any, with
anyone in
Category
Code I
(Describe
relationship)

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FORM D
FREE-FLOAT/PUBLIC SHAREHOLDERS
DISCLOSE ALL SHAREHOLDERS
WITH HOLDINGS OF LESS THAN 1%
(List Shareholders Categorywise)

Name of the Company :

Sl. Shareholder’s Name Name of Father/Spouse Address No.of Shares % of Category Relationship, if
No. (in case of individuals) Held Shareholding Code any, with
anyone in
Category Code
I
(Describe
relationship)

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FORM E

LOCKED-IN SHARES

Name of the Company :

Sl. Shareholder‘s Name No.of Shares % of Category Code Relationship, if any, with
No. Held Shareholding anyone in Category Code I
(Describe relationship)

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