Contents of the Public Announcement
The public announcement shall, inter-alia, contain the following:
1. Details of the offer including the total number and percentage of the total paid up capital and free reserves proposed to be bought back and price.
2. The proposed time table from opening of the offer till the extinguishment of the certificates.
3. The Specified date.
4.Authority for the offer of buy back.
5. A full and complete disclosure of all material facts including the contents of the explanatory statement annexed to the notice for the general meeting at which the special resolution approving the buy back was passed.
6. The necessity for the buy back
7.The process and methodology to be adopted for the buy back
8. The maximum amount to be invested under the buy back
9. The minimum and the maximum number of securities that the company proposes to buy back, sources of funds from which the buy back would be made and the cost of financing the buy back.
10. Brief information about the company.
11.Audited Financial information for the last 3 years and the lead manager shall ensure that the particulars (audited statement and un-audited statement) contained therein shall not be more than more than 6 months old from the date of the public announcement together with financial ratios as may be specified by the Board.
12.Details of escrow account opened and the amount deposited therein.
13. Listing details and stock market data ;
(a) High, Low and average market prices of the securities of the company proposed to be bought back, during the preceding three years;
(b) monthly high and low prices for the six months preceding the date of the public announcement;
(c) the number of securities traded on the days when the high and low prices were recorded on the relevant stock exchanges during the period stated at (a) and (b) above;
(d) the stock market data referred to above shall be shown separately for periods marked by a change in capital structure, with such period commencing from the date the concerned stock exchange recognises the change in the capital structure.(e.g. when the securities have become ex-rights or ex-bonus) ;
(e) the market price immediately after the date of the resolution of the Board of directors approving the buy back; and
(f) the volume of securities traded in each month during the six months preceding the date of the public announcement. Along with high, low and average prices of securities of the company, details relating to volume of business transacted should also be stated for respective periods.
15. Present capital structure (including the number of fully paid and partly paid securities) and shareholding pattern.
16.The capital structure including details of outstanding convertible instruments, if any, post buy back.
17. The aggregate shareholding of the promoter group and of the directors of the promoters, where the promoter is a company and of persons who are in control of the company.
18. The aggregate number of equity shares purchased or sold by persons mentioned in clause 17 above during a period of twelve months preceding the date of the public announcement; the maximum and minimum price at which purchases and sales referred to above were made along with the relevant dates. 19. Management discussion and analysis on the likely impact of buy back on the company’s earnings, public holdings, holdings of NRIs/FIIs etc., promoters holdings and any change in management structure.
20. The details of statutory approvals obtained.
21. Collection and bidding centres.
22. Name of Compliance officer and details of investors service centres.
23. Such other disclosures as may be specified by the Board from time to time by way of guidelines.
24. The Public announcement should be dated and signed by the Board of Directors of the company
Source : Sebi