We have discussed Shelf Prospectus and Information Memorandum here in an earlier post. Rule 10 of the Companies (Prospectus and Allotment of Securities) Rules 2014 discuss it further.
The information memorandum shall be prepared in Form PAS – 2 and filed with the Registrar along with the fee as provided in the Companies (Registration Offices and Fees) Rules, 2014 within one month prior to the issue of a second or subsequent offer of securities under the shelf prospectus.
Form PAS – 2
The Form PAS – 2 ask for following information.
Details of Shelf Prospectus:
(a) Reference Details
(b)Date of Filing with Registrar
(c) Date of Issue
(d) Period of validity of Shelf Prospectus
Details of Securities being offered:
(a) Total number of securities offered under the Shelf Prospectus
(b)Number of securities allotted prior to the present offer
(c) Number of securities offered under the present offer
Date wise details of charges created on the assets / properties of the company since first offer or previous offer of securities:
(a) Date of creation of charge
(b)Purpose for which charge has been created
(c) Amount for which charge has been created
(d) Pried of charge in months
(e) Details of assets / property on which charge has been created
(f) Brief terms and conditions of the charge
Change in financial position of the company (pre – allotment and post – allotment):
(a) Equity share capital
(b)Preference share capital
(c) Reserve and surplus
(d) Debt secured and unsecured
Number of time reserve capitalised:
(a) Name of the Reserve
(b)Nature of Reserve
(c) Capitalised amount of the reserve
(d) Number of Shares issued
(e) Par value of the shares issued
Changes in Accounting Policies
Changes in Risk factors
Economic Changes
Changes in activities of company
Changes in the total turnover of each major industry segment
Significant legal proceeding
Changes in business environment
Changes in management or ownership
Gist of proposed objects
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