FORM NO PAS-4
PRIVATE
PLACEMENT OFFER LETTER
[Pursuant
to section 42 and rule 14(1) of Companies (Prospectus and Allotment of
Securities) Rules, 2014]
1.
GENERAL
INFORMATION
|
Name of Company
|
|
||||||||
|
Address of Company
|
|
||||||||
|
Website of Company
|
|
||||||||
|
Contact No. of Company
|
|
||||||||
|
The
above details are same for both registered office and corporate office of the company
|
|||||||||
|
Date of incorporation of the company
|
|
||||||||
|
Business carried on by the company
|
|
||||||||
|
Business carried on by its subsidiaries
|
|
||||||||
|
Management of the company
|
|
||||||||
|
Details of Directors of Company
|
S.No
|
Name
|
Address
|
DIN
|
Occupation
|
||||
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|||||
|
Management's perception of risk factors
|
|
||||||||
|
Details of default
|
Amount
|
|
|||||||
|
Duration
|
|
||||||||
|
Present Status(Repayment)
|
Statutory dues
|
Debentures
and interest thereon
|
Deposits
and interest thereon
|
Loan
from any bank or PFI & interest thereon
|
|||||
|
|
|
|
|
||||||
|
Details of Compliance Officer
|
Name
|
Address
|
Designation
|
Phone
No.
|
Email Id
|
||||
|
|
|
|
|
|
|||||
2.
PARTICULARS OF THE OFFER
|
Date
of passing of board resolution
|
|
|||
|
Date of passing
resolution in general meeting, authorizing offer of securities
|
|
|||
|
Class
of security offered
|
Shares
|
|
||
|
Debentures
|
|
|||
|
Price
at which the security is being offered
|
Face Value
|
|
||
|
Discount
|
|
|||
|
Premium
|
|
|||
|
Total(Justification)
|
|
|||
|
Details
of Valuer
|
Name
|
|
||
|
Address
|
|
|||
|
Amount
to be raised by security
|
|
|||
|
Terms
of raising securities
|
Duration
|
|
||
|
Rate of Dividend(Interest)
|
|
|||
|
Mode of payment(repayment)
|
|
|||
|
Validity
of Letter of Offer(Period)
|
|
|||
|
Purpose
& objects of the offer
|
|
|||
|
Contribution
being made by the promoters or directors
|
|
|||
|
Principle
terms of assets charged as security
|
|
|||
3.
DISCLOSURES
WITH REGARD TO INTEREST OF DIRECTORS, LITIGATION ETC.
i. No financial or other
material interest of the directors, promoters or key managerial personnel in
the offer and thus no such effect of such interest in so far as it is different
from the interests of other persons. (if any, mention)
ii. No litigation or legal
action pending or taken by any Ministry or Department of the Government or a
statutory authority against any promoter of the offeree company during the last
three years immediately preceding the year of the circulation of the offer
letter and any direction issued by such Ministry or Department or statutory
authority upon conclusion of such litigation or legal action shall be disclosed
(if any, mention)
iii. Remuneration of
directors (during the current year and last three financial years);
v. No reservations or
qualifications or adverse remarks of auditors in the last five financial years
immediately preceding the year of circulation of offer letter and of their
impact on the financial statements and financial position of the company and
the corrective steps taken and proposed to be taken by the company for each of
the said reservations or qualifications or adverse remark (if any, mention)
vi. No inquiry, inspections
or investigations initiated or conducted under the Companies Act or any
previous company law in the last three years immediately preceding the year of
circulation of offer letter in the case of company and all of its subsidiaries.
Also if there were any prosecutions filed (whether pending or not) fines
imposed, compounding of offences in the last three years immediately preceding
the year of the offer letter and if so, section-wise details thereof for the company and all of its
subsidiaries(if any, mention)
vii. No acts of material
frauds committed against the company in the last three years (if any, and if
so, the action taken by the company)
4. FINANCIAL POSITION OF
THE COMPANY
(a) Capital structure of
the company
|
Particulars
|
Number of Securities
|
Description
|
Aggregate Nominal Value
|
||||
|
Authorised Capital
|
|
|
|
||||
|
Issued Capital
|
|
|
|
||||
|
Subscribed Capital
|
|
|
|
||||
|
Paid
up Capital
|
|
|
|
||||
|
Size of the present offer
|
|
||||||
|
Paid up Capital
|
After the Offer
|
|
|||||
|
After Conversion of Convertible instruments (if
applicable)
|
|
||||||
|
Share
premium account
|
Before the Offer
|
|
|||||
|
After the Offer
|
|
||||||
|
Details
of the existing share capital of Company
|
Date of allotment
|
Number of shares alloted
|
Face Value of shares alloted
|
Price
|
Form of Consideration
|
||
|
|
|
|
|
|
|||
|
|
|
|
|
|
|||
|
|
|
|
|
|
|||
|
Total
|
|
|
|
|
|||
(b) Others
|
Profits
before and after making provision for tax
|
Details
|
Preceding Year 1
|
Preceding Year 2
|
Preceding Year 3
|
|
PBT
|
|
|
|
|
|
PAT
|
|
|
|
|
|
Dividends
declared by the company
|
Dividend
|
|
|
|
|
Interest
Coverage Ratio
|
ICR
|
|
|
|
|
Cash
profit after tax plus interest paid
|
Cash Profit
|
|
|
|
©
Summary of the financial position of the company
BALANCE
SHEET
|
PARTICULARS
|
Preceding
Year 1
|
Preceding Year 2
|
Preceding Year 3
|
|
I. EQUITY AND LIABILITIES
|
|
|
|
|
(1) Shareholder's Funds
|
|
|
|
|
(a) Share Capital
|
|
|
|
|
(b) Reserves and Surplus
|
|
|
|
|
(c) Money received
against share warrants
|
|
|
|
|
|
|
|
|
|
(2) Share Application Money Pending Allotment
|
|
|
|
|
|
|
|
|
|
(3) Non- Current Liabilities
|
|
|
|
|
(a) Long Term Borrowings
|
|
|
|
|
(b) Deferred Tax
Liability
|
|
|
|
|
|
|
|
|
|
(4) Current Liabilities
|
|
|
|
|
(a) Short-term borrowings
|
|
|
|
|
(b) Trade payables
|
|
|
|
|
(c) Other Current
Liabilities
|
|
|
|
|
(d) Short-term provisions
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
II.Assets
|
|
|
|
|
(1) Non-current assets
|
|
|
|
|
(a) Fixed Assets
|
|
|
|
|
- Tangible
|
|
|
|
|
- Intangible
|
|
|
|
|
(b) Non Current
Investment
|
|
|
|
|
(c) Long Term Loans & Advances
|
|
|
|
|
(d) Defferred Tax Assest
|
|
|
|
|
(e) Other Non Current
Asset
|
|
|
|
|
|
|
|
|
|
(2) Current assets
|
|
|
|
|
(a) Current investments
|
|
|
|
|
(b) Inventories
|
|
|
|
|
(c) Trade receivables
|
|
|
|
|
(d) Cash & Cash
Equivalent
|
|
|
|
|
(e) Short-term loans and
advances
|
|
|
|
|
(f) Other Current Asset
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
Significant Accounting policies & notes on accounts ( No Change
in Accounting Policy during last three Financial Years)
|
|||
5.
A DECLARATION BY THE DIRECTORS
a. The company has complied with the provisions of the
Act and the rules made there under;
b. The compliance with the Act and the rules
does not imply that payment of dividend or interest or repayment of debentures, if
applicable, is guaranteed by the Central Government;
c. The monies received under the offer shall
be used only for the purposes and objects indicated in the Offer letter;
I am authorized by the Board
of Directors of the Company vide resolution number ___________ dated ___________ to
sign this form and declare that all the requirements of Companies Act, 2013 and
the rules made there under in respect of the subject matter of this form and
matters incidental thereto have been complied with. Whatever is stated in this
form and in the attachments thereto is true, correct and complete and no
information material to the subject matter of this form has been suppressed or
concealed and is as per the original records maintained by the promoters
subscribing to the Memorandum of Association and Articles of Association
It is further declared and
verified that all the required attachments have been completely, correctly and
legibly attached to this form
Date:
Signed
Place:
Attachments:-
Audited Cash Flow Statement
for the three years immediately preceding the date of circulation of offer
letter
Copy of board resolution
Copy of shareholders resolution
Copy of Optional attachments, if any
No comments:
Post a Comment