What do you understand by term Book Building and what are the additional disclosures to be made in case of Book Building ?

CS Professional · Capital Commodity and Money Market · PYQS · June 2019
What do you understand by term Book Building and what are the additional disclosures to be made in case of Book Building ?

Answer & Explanation:

Book Building: Book Building is a process undertaken to elicit demand and to assess the price for the determination of the quantum or value of specified securities or Indian Depository Receipts, as the case may be. It is a mechanism where, during the period for which the book for the offer is open, bids are collected from investors at various prices, which are above or equal to the floor price. The process aims to discover the optimum price at which the issue can be made. In India, the book-building process is designed to be transparent, allowing all investors, including small investors, to see the demand being built on an hourly basis before applying. This method helps in determining share prices based on the real demand for the shares at different price levels in the market. Additional Disclosures in Case of Book Building (as per SEBI ICDR Regulations, 2018): Apart from meeting the general disclosure requirements, the following additional disclosures shall be suitably made in the offer document for a book-built issue: Particulars of Intermediaries: The particulars of syndicate members, brokers, self-certified syndicate banks, registrars, bankers to the issue, etc., involved in the book-building process. Statement under 'Basis for Issue Price': A specific statement must be included under the 'basis for issue price' section, which reads: "The issue price has been determined by the issuer in consultation with the Book Runner(s), on the basis of assessment of market demand for the offered securities by way of Book-building." Accounting Ratios: The following accounting ratios shall be provided under the 'basis for issue price' for each of the accounting periods for which financial information is given: EPS (Earnings Per Share): Pre-issue, for the last three years (as adjusted for changes in capital). P/E (Price to Earnings) Ratio: Pre-issue. Average Return on Net-worth: In the last three years. Net-Asset Value (NAV) per share: Based on the last balance sheet. Comparison of Ratios: A comparison of all the accounting ratios of the issuer company (as mentioned above) with the industry average and with the accounting ratios of the peer group (i.e., companies of comparable size in the same industry). The source from which industry average and accounting ratios of the peer group have been taken must also be indicated. Impact of Capital Changes: The accounting ratios disclosed in the offer document shall be calculated after giving effect to the consequent increase of capital on account of compulsory conversions outstanding, as well as on the assumption that the options outstanding, if any, to subscribe for additional capital shall be exercised. Allocation Manner: The proposed manner of allocation among respective categories of investors, in the event of under-subscription.

Topics: Capital Market

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