ADVANCE INTIMATION TO STOCK EXCHANGE

The Company shall intimate the Stock Exchange(s) in advance regarding the proposed Board Meeting to be held to consider the delisting of equity shares

CONVENE BOARD MEETING (Reg. 8(1)(a))

The Company shall convene the Board Meeting as per the provisions of Companies Act, 1956 to consider the delisting of equity shares

OUTCOME OF BOARD MEETING (Clause 36(7)(iv) of Listing Agreement)

The company shall intimate the concerned stock exchange(s) regarding the outcome of Board Meeting.

PASS SPECIAL RESOLUTION BY WAY OF POSTAL BALLOT (Reg. 8(1)(b))

The Company shall obtain the prior consent of atleast two-third members by way of postal ballot regarding delisting of equity shares

APPLICATION FOR IN PRINCIPLE APPROVAL TO THE CONCERNED STOCK EXCHANGE(s)(Reg. 8(1)(c))

The Company shall file the application alongwith the Secretarial audit report for the in principal approval to the concerned Stock exchange(s) for the proposed delisting of equity shares in the form specified by the concerned stock exchange(s).

RECEIPT OF IN-PRINCIPLE APPROVAL FROM THE CONCERNED STOCK EXCHANGE(s) (Reg. 8(3))

The concerned stock exchange(s) may grant the in-principle approval for delisting of the equity shares within maximum 30 working days from the date of receipt of application for the in-principle approval

APPOINTMENT OF MERCHANT BANKER & OTHER INTERMEDIARIES (Reg. 10(4))

The Company shall appoint the Merchant Banker & other intermediaries

DETERMINATION OF FLOOR PRICE (Reg.15(2))

The floor price shall be determined as per the Reg. 15(2) of SEBI (Delisting of Equity Shares) Regulations, 2009

OPENING OF ESCROW ACCOUNT (Reg.11(1))

The Promoters shall open the escrow account in which the total consideration calculated on the basis of floor price and the outstanding Public Equity shares shall be deposited.

PUBLIC ANNOUNCEMENT (Reg. 10)

The Promoters shall give a public announcement in one English national daily with wide circulation, one Hindi national daily with wide circulation and one regional language newspaper of the region where the concerned recognized stock exchange is located.

SPECIFIED DATE (Reg. 10(3))

A date not later than thirty working days from the date of the public announcement, to be determined on which the names of shareholders to whom the letter of offer shall be sent is determined.

DISPATCH OF LETTER OF OFFER (Reg. 12)

Dispatch of letter of offer to the Public shareholders along with the bidding form and the form for tendering the shares in the Reverse book Building Process.

OPENING OF OFFER (Reg. 13)

The date of opening of offer shall not be later than 55 working days from the date of public announcement

CLOSING OF OFFER (Reg. 13)

The offer shall remain open for minimum 3 working days and maximum 5 working days

DETERMINATION OF FINAL PRICE (Schedule II)

The final price shall be determined by way of book-building process

MINIMUM NUMBER OF SHARES TENDERED (Reg. 17)

The offer shall be deemed to be successful if the post offer shareholding of the promoters reaches the higher of

a. 90% of the total shares issued to promoters and to the public or
b. the aggregate of percentage of pre offer promoter shareholding and 50% of the offer size

PUBLIC ANNOUNCEMENT AFTER CLOSURE OF OFFER (Reg. 18)

The promoters shall give the public announcement in the same newspapers regarding acceptance/ rejection/ failure of offer within 8 working days of the closing of offer

DEPOSIT ADDITIONAL AMOUNT IN THE ESCROW ACCOUNT (Reg. 11(2))

The promoters shall deposit the differential amount in the Escrow account as per the final price determined

Non Acceptance of offer price/ Failure of offer

Returning of the Equity Shares tendered (Regulation 16 (2))

In case of non-acceptance of final price by the promoters or in case of failure of offer, the shares tendered shall be returned within 10 working days from the date of closure of offer

Acceptance of offer price/ success of offer

OPENING OF SPECIAL ACCOUNT (Reg. 20(1))

The promoters shall open the special account on the date of giving the public announcement (under point no. 16) and shall transfer the amount lying in the escrow account to the special account

PAYMENT TO THE SHAREHOLDERS (Reg. 20(2))

The promoters shall make the payment to the shareholders who have tendered their shares.

FINAL APPLICATION TO THE CONCERNED STOCK EXCHANGE (s) (Reg. 8(5))

The promoters shall file a final application to the concerned stock exchange(s) for delisting of equity shares after making the payments to the shareholders who have tendered their shares

DELISTING ORDER

The concerned stock exchange(s) shall dispose off the Application of the delisting complete in all respects and pass the delisting order.

TIME PERIOD FOR TENDERING THE SHARES BY REMIANING SHAREHOLDERS (Reg. 21(1))

The shareholders can tender their shares within one year from the date of delisting order by the exchange at the final price determined

RELEASE OF ESCROW ACCOUNT (Reg. 21(3))

The amount in the escrow account or the bank guarantee be released to the promoter after all payments are made in respect of shares tendered