 Body corporate other than NBFC

 Act as primary dealer

 Infrastructure
Employment
Directly or indirectly not granted registration
Capital adequacy requirements
No litigation
No conviction
Professional qualification
Interest of investors
Appointment of lead merchant bankers
 Number of lead merchant banker
Size of issue No of merchant bankers
Less than 50 cr 2
50-100 cr 3
100-200 cr 4
200-400 cr 5
Above 400cr As decided by board

 1.Atleast one lead manager except right

issue upto Rs 50 lakhs
2. Agreement stating right, obligations
Responsibility of lead manager
 Agreement entered and submitted one
month before opening
More than 1 lead manager
 Do not manage

Acquisition of shares prohibited

Information to the board

 15days
Disclosure to SEBI
 Issue management
 Any changes in information
 Names of body corporate
 Breach of capital adequacy

Appointment of compliance officer

Documents to be submitted along with Offer
document by lead manager

i. Memorandum of Understanding (MOU)

ii. Inter se allocation of responsibilities
iii. Due diligence certificate
iv. Certificates signed by CS/CA in case of
listed companies making further issue of
capital
- Refund order of previous issues
- Security certificate
- Securities are listed
Undertaking
 Transaction by promoter or promoter group
between date of filing offer document and
date of closure to be reported in 24 hours

List of promoter group and other details

Appointment of intermediaries

i. Shall not lead, except

- Securities on OTCEI
- Market makers appointed as per offer
document

ii. Associate if

- Holds atleast 15% of voting power

- Exercises control
- Common director except nominee director
Appointment of other intermediaries

 Dulyregistered with SEBI

 MOU with the issuer company
 Bankers to the issue
 Appoint registrar
 One or more registrars
Underwriting

 Statement that underwriter’s assets are

sufficient
 Obtain consent
 Underwritten issue
- 5% or 25 lakhs ,less
- underwriting not exceeding 20 times its net
worth
Offer documents to be made public

 21 days
 File with Board and stock exchanges
 Same in case of red herring prospectus
 On the website of lead manager/syndicate
members
 In principle approval in 15 days