Basis of Allotment

VISHAL RETAIL LIMITED

VISHAL RETAIL LIMITED

(We were incorporated as Vishal Retail Private Limited on July 23, 2001. Our status was Subsequently changed to a public limited company and the word "private" has been deleted from the name of our company by a special resolution of the members at the extra ordinary general meeting held on November 28,2005.The fresh certificate of incorporation consequent on change of name was granted to our Company on February 20, 2006 by the Registrar of Companies, West Bengal)
Registered Office: RZ-A-95 & 96, Road No 4, Street No.9, Mahipalpur Extension, New Delhi - 110037, India
Corporate Office: Khasra No. 332, Near Telco Workshop, Rangpuri, New Delhi, 110 037.
Tel: + 91 11 32431314 Fax:. +91 11 26784281.
Contact Person: Mr. Arun Gupta;
E-mail: vishalipo@vrpl.com; Website: www.vishalmegamart.net

BASIS OF ALLOTMENT

PUBLIC ISSUE OF  4,074,074("EQUITY SHARES") FOR CASH AT A PRICE OF Rs. 270 PER EQUITY SHARE AGGREGATING Rs. 1,100 MILLION ("ISSUE"), BY VISHAL RETAIL LIMITED ("VISHAL', "COMPANY" OR "ISSUER"). 300,000 EQUITY SHARES WILL BE RESERVED IN THE ISSUE FOR SUBSCRIPTION BY EMPLOYEES, ("EMPLOYEES RESERVATION PORTION"). THE OFFER OF EQUITY SHARES OTHER THAN THE EMPLOYEE RESERVATION PORTION SHALL BE CALLED THE "NET ISSUE". THE NET ISSUE SHALL CONSTITUTE 16.85% OF THE FULLY DILUTED POST-ISSUE CAPITAL OF OUR COMPANY.
ISSUE PRICE: Rs. 270 PER EQUITY SHARE OF FACE VALUE Rs. 10/-
THE ISSUE PRICE IS 27 TIMES OF THE FACE VALUE.

In terms of Rule 19 (2) (b) of the SCRR, this being an Issue for less than 25% of the post - Issue capital, the Issue is being made through the 100% Book Building Process wherein at least 60% of the Net Issue shall be allotted on a proportionate basis to Qualified Institutional Buyers ("QIBs"). 5% of the QIB Portion shall be available for allocation to Mutual Funds only and the remaining QIB Portion shall be available for allocation to the QIB Bidders including Mutual Funds, subject to valid Bids being received at or above the Issue Price. If at least 60% of the Net Issue cannot be allotted to QIBs, then the entire application money will be refunded. Further, not less than 10% of the Net lssue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 30% of the Net Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid Bids being received at or above the Issue Price. Further, up to 300,000 Equity Shares will be traded after listing. We have not opted for a grading ol this Issue from any credit rating agency.
The Bid/Offer opened on June 11,2007 and Closed on June 13,2007. the Issue received 310915 applications for 310109750 equity shares resulting in 76.12 times subscription
The Basis of Allotment for all the categories namely Retail Individual Investors, Non Institutional Investors and Qualified Institutional Buyers was approved by the Bombay Stock Exchange of India Limited (Designated Stock Exchange) on June 25,2007. The Board of Directors of the Company at its Meeting held at New Delhi, on June 26,2007, allotted the Equity Shares to the successful applicants. Details of valid applications received and allotments done are as under:

PUBLIC ISSUE

Category No. of
applications
No. of shares
applied for
No. of shares allocated)
QIB 188 122612425 2264444
Non Institutional Investors 1301 120180550 377405
Retail 309342 66920375 1132225
Employees 84 396400 300000

3 excess equity shares have been allotted in Retail category due to rounding off.

Final Demand
The final demand at different bid prices is as under:

Bid Price No. of
Equity Shares
% to Total Cumulative Total Cumulative % to total
230 2257675 0.6654 339317050 100
231 2200 0.0006 337059375 99.3346
232 400 0.0001 337057175 99.3340
234 375 0.0001 337056775 99.3339
235 19550 0.0058 337056400 99.3338
236 157450 0.0464 337036850 99.3280
237 425 0.0001 336879400 99.2816
238 450 0.0001 336878975 99.2815
239 825 0.0002 336878525 99.2813
240 78550 0.0231 336877700 99.2811
241 875 0.0003 336799150 99.2580
242 250 0.0001 336798275 99.2577
243 550 0.0002 336798025 99.2576
244 400 0.0001 336797475 99.2575
245 4550 0.0013 336797075 99.2573
247 75 0.0000 336792525 99.2560
248 375 0.0001 336792450 99.2560
249 6150 0.0018 336792075 99.2559
250 6213900 1.8313 336785925 99.2541
251 1675 0.0005 330572025 97.4228
252 150375 0.0443 330570350 97.4223
254 325 0.0001 330419975 97.3779
255 62625 0.0185 330419650 97.3779
256 25 0.0000 330357025 97.3594
257 275 0.0001 330357000 97.3594
258 600 0.0002 330356725 97.3593
259 475 0.0001 330356125 97.3591
260 376725 0.1110 330355650 97.3590
261 425 0.0001 329978925 97.2480
262 75 0.0000 329978500 97.2478
263 100 0.0000 329978425 97.2478
264 1725 0.0005 329978325 97.2478
265 211700 0.0624 329976600 97.2473
266 27075 0.0080 329764900 97.1849
267 750 0.0002 329737825 97.1769
268 6825 0.0020 329737075 97.1767
269 10650 0.0031 329730250 97.1747
270 260505675 76.7735 329719600 97.1715
9999 69213925 20.3980 69213925 20.3980
TOTAL 339317050

The Basis of Allotment was finalised In consultation with the Designated Stock Exchange- Bombay Stock Exchange of India Limited ("BSE") on Monday June 25,2007.

A. Allotment to Retail Investors (Alter Technical Rejections)
All the bidders in the Retail Investors, who have bid at cut-off or at the Issue Price of Rs. 270/- per Equity Share, have been considered while preparing the basis of allotment. The category was over subscribed 58.027 times. The total number of shares allotted in this category is 1132225 Equity Shares. The category-wise details of the Basis of allotment are as under:

Category No. of Applns. % to total Total No. of
Shares applied
% to total No. of
Shares
allocated
Ratio Total No. of .
Shares allocated
25 24728 8.14 618200 0.94 10654 1:58 10650
50 24426 8.04 1221300 1.86 21047 1:29 21050
75 11386 3.75 853950 1.30 14716 3:58 14725
100 30162 9.93 3016200 4.59 51979 2:29 51975
125 6855 2.26 856875 1.30 14767 5:58- 14775
150 9992 3.29 1498800 2.28 25829 3:29 25850
175 50073 16.49 8762775 1354 151011 7:58 150925
200 9255 3.05 1851000 2.82 31899 4:29 31850
225 1834 0.60 412650 0.63 7111 9:58 7125
250 2961 0.98 740250 1.13 12757 5:29 12775
275 1297 0.43 356675 0.54 6147 11:58 6150
300 3624 1.19 1087200 1.65 18736 6:29 18750
325 1646 0.54 534950 0.81 9219 13:58 9225
350 125397 41.30 43888950 66.80 756350 7:29 756400

B. Allotment to Non Institutional Investors (After Technical Rejections)
All the bidders in the Non Institutional Investors, who have bid at the Issue Price of Rs. 270/- per Equity Share, have been considered while preparing the basis of allotment. The category was over subscribed 316.4633 times. The total number of shares allotted in this category is 377405 Equity Shares. The category-wise details of the Basis of allotment are as under: (Sample)

Category No.of
Applns.
% to total Total No.of
Shares applied
% to total No. of
Shares
allocated
Ratio Total No. of
Shares
allocated
375 69 7.04 25875 0.02 83 1:23 75
425 4 0.41 1700 0.00 5 1:4 25
450 10 1.02 4500 0.00 14 1:10 25
500 54 5.51 27000 0.02 85 1:18 75
550 10 1.02 5500 0.00 17 1:10 25
575 1 0.10 575 0.00 2 FIRM 25
625 2 0.20 1250 0.00 4 1:2 25
1000 31 3.16 31000 0.03 98 4:31 100
1375 1 0.10 1375 0.00 4 FIRM 25
2000 15 1.53 30000 0.03 95 4:15 100
3125 1 0.10 3125 0.00 10 FIRM 25
4400 1 0.10 4400 0.00 13 FIRM 25
5650 1 0.10 5650 0.00 18 FIRM 25
6650 2 0.20 13300 0.01 42 FIRM 50
7950 1 0.10 7950 0.01 25 FIRM 25
10100 1 0.10 10100 0.01 32 FIRM 32
14750 1 0.10 14750 0.01 47 FIRM 47
21600 1 0.10 21600 0.02 68 FIRM 68
33500 1 0.10 33500 0.03 106 FIRM 106
47000 1 0.10 47000 0.04 149 FIRM 149
74075 4 0.41 296300 0.25 936 FIRM 936
92600 2 0.20 185200 0.16 585 FIRM 586
110350 1 0.10 110350 0.09 349 FIRM 349
128025 1 0.10 128025 0.11 405 FIRM 405
169625 1 0.10 169625 0.14 536 FIRM 536
240000 1 0.10 240000 0.20 758 FIRM 758
360000 5 0.51 1800000 1.51 5688 FIRM 5690
415000 3 0.31 1245000 1.04 3934 FIRM 3933
740700 2 0.20 1481400 1.24 4681 FIRM 4682
1512500 1 0.10 1512500 1.27 4779 FIRM 4779
3400000 1 0.10 3400000 2.85 10744 FIRM 10685
3704000 1 0.10 3704000 3.10 11704 FIRM 11640
3774050 2 0.20 7548100 6.32 23851 FIRM 23700

C. Allotment to QIBs
The total numbers of Equity Shares allotted in this category are 2264444 Equity Shares (60% of Equity Shares available excluding Employee Reservation). Out of 2264444 Equity Shares offered to QIBs as per the terms of the Issue, 113222 Equity Shares (i.e. 5% of 2264444 Equity Shares) has been allotted proportionately to mutual funds. Mutual funds applicants have also been considered eligible for proportionate allotment for the balance Equity shares In QIBs category i.e. 2151222. The category was over subscribed 54.15 times. The category-wise details of the Basis of allotment are as under:

Category INS's MFs FIs NBs VC'S Total
No.of Shares 443440 949963 65040 780081 25920 2264444

The Board of Directors of the Company at a meeting held at New Delhi on June 26,2007 adopted the Basis of Allotment of Equity Shares in the Issue, approved by BSE and allotted 4074074 Equity Shares to the successful applicants.
The dispatch of refund orders and the dispatch of allotment advices Is completed on June 27,2007. The Company had filed the listing application with the Bombay Stock Exchange Limited and National Stock Exchange of India Limited on June 27,2007.
The Refund Orders / allotment advice in respect of refunds due to applicants has been dispatched to the addresses of the investors as registered with the depositories. In case the same Is not received within ten days, Investors may contact the Registrar to the Issue at the address given below. The Refund Orders have been over-printed with the Bank Mandate details as registered, if any, with the depositories. The Equity Shares allocated to the successful applicants are being credited to their beneficiary accounts subject to validation of the account details with the depositories concerned. The Company is taking steps to get the Equity Shares admitted for trading on the Bombay Stock Exchange Limited and National Stock Exchange of India Limited within seven working days from the date of approval of Basis of Allotment.

INVESTOR PLEASE NOTE
This details of the allotment made would be hosted on the website ol Registrars to the Issue, Intime Spectrum Registry Limited at www.intimespectrum.com
All future correspondence in this regard may kindly be addressed to the Registrars to the issue quoting full name of the First/ Sole applicant, Serial number of the bid-cum-application form, number of shares bid for, name of the Member of the Syndicate and Place where the bid was submitted and payment details at the address given below:

INTIME SPECTRUM REGISTRY LIMITED
C-13 Pannalal Silk Mills Compound, LBS Marg, Bhandup (W), Mumbai 400 078.
Tel: +91 22 2596 0320 Fax: +91 22 2596 0328/29
E-mail:vishalipo@intimespectrum.com, Website: www.intimespeotrum.com
Contact Person: Mr. Sachin Achar



Place : New Delhi
Date: 28/06/2007

For Vishal Retail Limited
On behalf of the Board of Directors
Sd/-
(Chairman & Managing Director)

THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARE ON LISTING OR THE BUSINESS PROSPECTS OF VISHAL RETAIL LIMITED.

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