|Basis of Allotment|
RCL RETAIL LIMITED
(The Company was originally incorporated in Chennai as "RCL Retail Private Limited" on 29th September, 2010 under the Companies Act, 1956 vide certificate of incorporation issued by the Registrar of Companies, Chennai Tamil Nadu. The Company was subsequently converted in to a public limited company and consequently name was changed to "RCL Retail Limited" vide fresh certificate of incorporation dated 5th April, 2011 issued by the Registrar of Companies, Chennai, Tamil Nadu. For further details in relation to the changes to the name of the Company, please refer to the section titled "Our History and Corporate Structure" beginning on page 75 of the Prospectus.)
Registered Office & Corporate Office: 84/85, Walltax Road, II
Floor, Chennai-600 003; Tel: +91-44-2534 5283, Fax: +91-44-2534 5275 E-Mail:
email@example.com; Website: www.rclretail.com
Promoters of the Company: NITESH LODHA & SHREYANS LODHA
BASIS OF ALLOTMENT
PUBLIC ISSUE OF 57,95,000 EQUITY SHARES OF RS. 10/- EACH ("EQUITY SHARES") OF RCL RETAIL LIMITED ("RCL" OR THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF RS. 10/- PER SHARE (THE "ISSUE PRICE"), AGGREGATING TO RS. 579.50 LACS ("THE ISSUE"). THE ISSUE COMPRISES PROMOTER'S CONTRIBUTION OF 21,05,000 EQUITY SHARES OF RS. 10 EACH AT A PRICE OF RS. 10 EACH PER EQUITY SHARE AGGREGATING TO RS. 210.50 LACS ("PROMOTER'S CONTRIBUTION") AND 6,15,000 EQUITY SHARES OF RS. 10 EACH AT A PRICE OF RS. 10 EACH PER EQUITY SHARE AGGREGATING TO RS. 61.50 LACS, WHICH WILL BE RESERVED FOR SUBSCRIPTION BY MARKET MAKERS TO THE ISSUE (THE "MARKET MAKER RESERVATION PORTION") AND NET ISSUE TO THE PUBLIC OF 30,75,000 EQUITY SHARES OF RS. 10 EACH AT A PRICE OF RS. 10 EACH PER EUITY SHARE AGGREGATING TO RS. 307.50 LACS (HEREINAFTER REFERRED TO AS THE "NET ISSUE"). THE ISSUE WILL CONSTITUTE 47.11% OF THE POST ISSUE PAID UP EQUITY SHARE CAPITAL OF THE COMPANY AND NET ISSUE WILL CONSTITUTE 25.00% OF THE POST ISSUE PAID UP EQUITY SHARE CAPITAL OF THE COMPANY.
In terms of Prospectus dated 17th September, 2012, and as per Regulation 43 (4) of SEBI (ICDR) Regulations, 2009 wherein a minimum of 50 % of the Net Offer of Shares to the Public shall initially be made available for allotment to Retail Individual Investors as the case may be. The balance net offer of shares to the public shall be made available for allotment to a) individual applicants other than retail investors and b) other investors including corporate bodies/institutions irrespective of no. of shares applied for. The unsubscribed portion of the net offer to any one of the categories specified in (a) or (b) shall/may be made available for allocation in any other category, if so required.
Explanation: for the purpose of Regulation 43 (4) of SEBI (ICDR) Regulations, 2009, if the retail individual investor is entitled to more than fifty percent, on proportionate basis, the retail individual investors shall be allocated that higher percentage.
THE FACE VALUE OF OUR EQUITY SHARES IS RS. 10 EACH AND THE ISSUE PRICE IS AT PAR OF THE FACE VALUE. ISSUE OPENED ON 27TH SEPTEMBER, 2012 AND CLOSED ON 1ST OCTOBER 2012.
The Equity Shares offered through the Prospectus are proposed to be listed on the SME platform of BSE Limited ("BSE") in terms of the chapter XB of the SEBI (ICDR) Regulations, 2009 as amended from time to time, Company is not required to obtain an in-principle approval of the shares being offered in this Issue. However Company has received an approval letter dated 13th September, 2012 from BSE for using its name in the offer document for listing of our Shares on the SME platform of BSE. The designated stock exchange is BSE Limited.
All Applicants were allowed to participate in the Issue through APPLICATION SUPPORTED BY BLOCKED AMOUNT ("ASBA") process by providing the details of the respective bank accounts in which the corresponding application amounts were blocked by Self Certified Syndicate Banks (the "SCSBs").
The Issue has received 249 applications for 70,75,000 Equity Shares (Including Promoters Contribution of 21,05,000 Equity Shares and Market Maker Application of 6,20,000 Equity Shares) resulting 1.22 times subscription. After considering, cheque return cases of 11 applications of 1,10,000 Equity Shares, the Issue was subscribed 1.20 times. The details of the applications received in the Issue (before technical rejections) are as follows:
Detail of the Applications Received (Before Technical Rejection):
The details of applications rejected by the Registrar on technical grounds are detailed below:
Detail of the Applications Received (After Technical Rejection):
ALLOCATION: The Basis of Allotment was finalized in consultation with the Designated Stock Exchange - BSE Limited on 10th October, 2012.
A. Allocation to Promoter (After Technical Rejections): The Category was subscribed by 1.00 times. The total number of shares allotted in this category is 21,05,000 Equity Shares.
B. Allocation to Market Maker (After Technical Rejections): The Basis of Allotment to the Market Maker, at the issue price of Rs. 10/- per Equity Share, was finalised in consultation with BSE. The category was subscribed by 1.008 times. The total number of shares allotted in this category is 6,20,000 Equity shares consisting reserved portion of 6,15,000 Equity Shares and additional 5000 Equity Shares for the purpose of rounding off to the nearest multiple of 10,000 Equity Shares (Lot Size).
C. Allocation to Retail Individual Investors (After Technical Rejections): The Basis of Allotment to the Retail Individual Investors, at the issue price of Rs. 10/-per Equity Share, was finalized in consultation with BSE. The category was subscribed by 1.74 times. Total number of shares allotted in this category is 19,60,000 Equity Shares including additional 2455 Equity Shares for the purpose of rounding off to the nearest multiple of 10,000 Equity Shares (Lot Size). The category wise basis of allotment is as under:
D. Allocation to Non Retail Investors (After Technical Rejections): The Basis of Allotment to the Non Retail Investors, at the issue price of Rs. 10/- per Equity Share, was finalized in consultation with BSE. The category was subscribed by 0.99 times. Total number of shares allotted in this category is 11,20,000 Equity Shares including additional 2545 Equity Shares for the purpose of rounding off to the nearest multiple of 10,000 Equity Shares (Lot Size). The category wise basis of allotment is as under:
The Issue has been authorized by the shareholders of the Company pursuant to a special resolution dated 13th July, 2012 under section 81 (1 A) of the Companies Act. The members of the Company vide its special resolution dated 20th September, 2012 has accorded their consent increase/ alter/vary the issue size due to rounding off/ oversubscription/ under subscription etc.
The Board of Directors of the Company at its meeting held on 10th October, 2012 has
taken on record the Basis of Allocation of Equity Shares approved by the Designated Stock
Exchange viz. BSE and has authorized the corporate action forthe transfer of the Equity
Shares to various successful applicants.
INVESTORS PLEASE NOTE
The details of the allotment made would also be hosted on the website of the Registrar to the Issue, Cameo Corporate Services Limited at www.cameoindia.com. All future correspondence in this regard may kindly be addressed to the Registrar to the Issue quoting full name of the First/ Sole applicants, serial number of the Application Form, number of shares applied for and Bank Branch where the application had been lodged and payment details atthe address of the Registrar given below:
CAMEO CORPORATE SERVICES LTD.
For RCL Retail Limited
THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF RCL RETAIL LIMITED.
Note: All capitalized terms used and not defined herein shall have the respective meanings assigned to them in the Prospectus.
RCL RETAIL LIMITED, is proposing, subject to market conditions and other considerations, a public issue of equity shares and has filed the Prospectus with the Registrar of companies, Chennai, Tamil Nadu. The Prospectus is available on the website of SEBI at www.sebi.gov.in, the website of the Lead Manager at www.16anna.com and the website of BSE at www.bseindia.com. The investors should note that investing in equity shares involves a high degree of risk and for details relating to the same, see section titled "Risk Factors'on Page No. 09 of the Prospectus. This document is not an offer of securities for sale in the United States or elsewhere. The shares of the Company have not been and will not be registered under the U.S. Securities Act of 1933, as amended ("U.S. Securities Act") or any State Securities Laws in the United States, and may not be offered or sold within the Jnited States or to, or for the account or benefit of U.S persons (as defined in Regulation S), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable U.S. State Securities Laws.