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Shopper's Stop Limited - Securities and Exchange Board of India

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Filing<br />

A copy <strong>of</strong> the Red Herring Prospectus, along with the documents required to be filed under Section 60B<br />

<strong>of</strong> the Companies Act, would be delivered for registration to the RoC <strong>and</strong> a copy <strong>of</strong> the Prospectus to be<br />

filed under Section 60 <strong>of</strong> the Companies Act would be delivered for registration with RoC. A copy <strong>of</strong> the<br />

draft Red Herring Prospectus has been filed with Corporation Finance Department <strong>of</strong> SEBI at Ground<br />

Floor, Mittal Court, “A” Wing, Nariman Point, Mumbai 400 021.<br />

Listing<br />

Applications have been made to BSE <strong>and</strong> NSE for permission to deal in <strong>and</strong> for an <strong>of</strong>ficial quotation <strong>of</strong><br />

the Equity Shares <strong>of</strong> the Company. The Company has chosen BSE as the Designated Stock <strong>Exchange</strong>.<br />

If the permissions to deal in <strong>and</strong> for an <strong>of</strong>ficial quotation <strong>of</strong> the Equity Shares are not granted by any <strong>of</strong><br />

the Stock <strong>Exchange</strong>s mentioned above, the Company shall forthwith repay, without interest, all moneys<br />

received from the applicants in pursuance <strong>of</strong> this draft Red Herring Prospectus. If such money is not<br />

repaid within eight days after the Company becomes liable to repay it (i.e. from the date <strong>of</strong> refusal or<br />

within 70 days from the date <strong>of</strong> Bid/Issue Closing Date, whichever is earlier), then the Company <strong>and</strong><br />

every director <strong>of</strong> the Company who is an <strong>of</strong>ficer in default shall, on <strong>and</strong> from expiry <strong>of</strong> eight days, will be<br />

jointly <strong>and</strong> severally liable to repay the money, with interest at the rate <strong>of</strong> 15% per annum on application<br />

money, as prescribed under Section 73 <strong>of</strong> the Companies Act.<br />

The Company together with the assistance <strong>of</strong> the BRLMs/ Co-BRM shall ensure that all steps for the<br />

completion <strong>of</strong> necessary formalities for listing <strong>and</strong> commencement <strong>of</strong> trading at both the Stock<br />

<strong>Exchange</strong>s mentioned above are taken within seven working days <strong>of</strong> finalisation <strong>of</strong> the basis <strong>of</strong> allotment<br />

for the Issue.<br />

Impersonation<br />

Attention <strong>of</strong> the applicants is specifically drawn to the provisions <strong>of</strong> sub-section (1) <strong>of</strong> Section 68<br />

A <strong>of</strong> the Companies Act, which is reproduced below:<br />

“Any person who :<br />

(a) makes in a fictitious name an application to a company for acquiring, or subscribing for,<br />

any shares therein, or<br />

(b) otherwise induces a company to allot, or register any transfer <strong>of</strong>, shares therein to him, or<br />

any other person in a fictitious name,<br />

shall be punishable with imprisonment for a term which may extend to five years.”<br />

Minimum Subscription<br />

If our Company does not receive the minimum subscription <strong>of</strong> 90% <strong>of</strong> the Net Offer to the Public including<br />

devolvement <strong>of</strong> Underwriters, if any, within 60 days from the Bid/ Issue Closing Date, our Company shall<br />

forthwith refund the entire subscription amount received. If there is a delay beyond 8 days after the<br />

Company becomes liable to pay the amount, our Company shall pay interest as per section 73 <strong>of</strong> the<br />

Companies Act. Hence if the company does not receive the minimum subscription <strong>of</strong> 90% <strong>of</strong> the Net<br />

Offer to the Public including devolvement <strong>of</strong> Underwriters, if any, within 60 days from the Bid/ Issue<br />

Closing Date, our Company shall forthwith refund the entire subscription amount received. If there is a<br />

delay beyond 8 days after the Company becomes liable to pay the amount, our Company shall pay<br />

interest as per section 73 <strong>of</strong> the Companies Act.<br />

Further, our Issue is subject to the fulfillment <strong>of</strong> the condition required by the SCRR, Rule 19(2)(b) that<br />

the:<br />

The size <strong>of</strong> the Net Offer to Public, which is the Issue Price multiplied by the number <strong>of</strong> Equity Shares<br />

<strong>of</strong>fered to the public, is a minimum <strong>of</strong> Rs.1,000 Million.<br />

Withdrawal <strong>of</strong> the Issue<br />

We, in consultation with the BRLMs/ Co-BRM, reserve the right not to proceed with the Issue anytime<br />

after the Bid/Issue Closing Date, without assigning any reason there<strong>of</strong>.<br />

Allotment Advice or Refund Orders<br />

We shall dispatch allotment advice, refund orders <strong>and</strong> give credit to the beneficiary account with<br />

Depository Participants within two working days <strong>of</strong> finalisation <strong>of</strong> the basis <strong>of</strong> allotment. We shall dispatch<br />

refund orders, if any, <strong>of</strong> value up to Rs.1,500, by “Under Certificate <strong>of</strong> Posting”, <strong>and</strong> shall dispatch refund<br />

orders above Rs.1,500, if any, by registered post or speed post at the Sole or First Bidder’s risk, within 15<br />

days <strong>of</strong> the Bid/Issue Closing date.<br />

10

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