ABC Ltd. was incorporated in May 2010. It came out with its initial public offer (IPO) in January 2017 and the shares were issued at a premium of ₹ 225 per equity shares. The face value of share is ₹ 10 per equity share.

CS Professional · Capital Commodity and Money Market · PYQS · December 2018
ABC Ltd. was incorporated in May 2010. It came out with its initial public offer (IPO) in January 2017 and the shares were issued at a premium of ₹ 225 per equity shares. The face value of share is ₹ 10 per equity share. The company now wants to expand its business and for this purpose it requires further capital of ₹ 10 crores, which it intends to raise the funds through the preferential issue for which the relevant approval from the shareholders have been obtained by the company in the General Meeting held on 30-8-2017. The average of the weekly high and low of the closing prices of the equity shares are as under: Number of Weeks Average of High and Low (₹) 20 weeks preceding the relevant date 230.22 2 weeks preceding the relevant date 288.00 From the above information, please answer the following questions: Whether the company can issue preferential issue? If so, what are the pricing norms of such issue? Mention the name of the relevant SEBI Regulation and its detailed provisions.

Answer & Explanation:

Yes, the company can go for the preferential issue. Preferential issue means issuance of equity shares to promoter group or selected investors. SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (ICDR Regulations) prescribes the procedure for issue of preferential issue and its pricing. Pricing of the Issue I. More than 26 Weeks Where the equity shares of the company have been listed on a stock exchange for a period of 26 weeks or more as on the relevant date. The issue of the equity shares on preferential basis is being made at a price not less than higher of the following: The average of the weekly high and low of the closing prices of the related equity shares quoted on the stock exchange during the twenty six weeks preceding the relevant date; OR The average of the weekly high and low of the closing prices of the related equity shares quoted on the stock exchange during the two weeks preceding the relevant date. II. Less than 26 Weeks Where the equity shares of the company have been listed on a stock exchange for a period of less than 26 weeks as on the relevant date, the issue of shares on preferential basis has been made at a price not less than the higher of the following: The price at which shares were issued by the company in its Initial Public Offering (IPO) or the value per share arrived at in a scheme of the arrangement under Section 230 to 232 of the Companies Act, 2013, pursuant to which shares of the company were listed, as the case may be; OR The average of the weekly high and low of the closing prices of the related shares, quoted on the stock exchange during the period shares have been listed preceding the relevant date; OR The average of the weekly high and low of the closing prices of the related shares on a stock exchange during the two weeks preceding the relevant date. Where the price of the equity shares is determined in terms of the (II) above, such price shall be recomputed by the issuer on completion of 26 weeks from the date of listing on a recognized stock exchange with reference to the average of weekly high and low of the closing prices of the related equity shares quoted on the recognized stock exchange during these 26 weeks and if such recomputed price is higher than the price paid on allotment, the difference shall be paid by the allottees to the issuer.

Topics: Capital Market

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