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BUSINESS LAW

Submitted by:-
Amit Singh Adhikari
Bharat Bhushan
Sahil Dhuran
Shashank Pandey
Simran Sinha
Tanvi Ektare
Submitted to:-
Pitresh Kaushik

MARICO
Marico was first listed on Indian stock exchange in 1996. 1974 – Harsh Mariwala envisioned a
branded FMCG market for coconut and refined edible oils in small consumer packs and sets up a
national distribution network for Parachute. 1990. Marico was established in India. Marico
Limited is an Indian multinational consumer goods company providing consumer products and
services in the areas of health, beauty and wellness. With its headquarters
in Mumbai, Maharashtra, India, Marico is present in over 25 countries across Asia and Africa. It
touches the lives of one out of every three Indians through its portfolio of brands such as
Parachute, Saffola, hair & Care, Parachute Advanced, Nihar Naturals, Mediker and many
more. It owns brands in categories of hair care, skin care, edible oils, health foods, male
grooming, and fabric care.
As of 2019–20, the company generated a turnover of ₹7,315 crores. Marico has 8 factories in
India located
at Pondicherry, Perundurai, Kanjikode, Jalgaon, Paldhi, Dehradun, Baddi and Paonta Sahib.

SHAREHOLDING PATTERN
Shareholders (as on 31 March
Shareholding
2021)

Promoter and promoter group 59.61%

Total Institutions 34.28%

Total Non Institutions 6.11%

Total 100.0%
MEMORANDUM OF ASSOCIATION
Memorandum of Association helps the shareholders, creditors and any other person dealing with
the company to know the basic rights and powers of the company. Also, the contents of the
MOA help the prospective shareholders in taking the right decision while thinking of investing in
the company. MOA must be signed by at least 2 subscribers in case of a private limited
company, and 7 members in case of a public limited company.

Memorandum of Association (MOA) Consist of the following Clauses-


 Name Clause- MARICO LIMITED. ‘the Applicant Company’ and MARICO KAYA
ENTERPRISES LIMITED is hereinafter referred to as ‘Marico Kaya’

 Registered Office Clause- 7th Floor, Grande Palladium, 175, CST Road, Kalina,
Santacruz (East),
City Mumbai
State Maharashtra
Country India
Pincode 400098
Telephone 66480480
Fax 26500159
E-mail Investor@marico.com
Website https://marico.com
Read more at https://www.goodreturns.in/company/marico/profile.html

 Object Clause-
MAIN OBJECTS OF THE COMPANY TO BE PURSUED BY THE COMPANY
ON ITS INCORPORATION :

1. To carry on the business of manufacturers, exporters, importers, dealers and merchants of


vegetable products, oils, stearine, fatty acids, acetylene, gas, starch, glucose, margarine,
'shortening' compounds, cooking mediums, salad oils, refined oils, and all other allied products
and by-products and the preparation of all or any of the said products or substances and for that
purpose to maintain, erect, and work oil mills and factories
2. To carry on the business of extracting or manufacturing or producing synthetic edible,
inedible or vegetable oil either by crushing or by chemical or any other process from copra,
cottonseed, linseed, castor seed, groundnuts, til or any other nut or seed or other oil-bearing
substance whatsoever.
3. To carry on the business of boiling oil of any description whatsoever .
4. To carry on the business of manufacturers, importers and exporters of and dealers and
merchants in copra, cottonseed, linseed, castor seed, groundnuts, til or any other seed or oil-
bearing substance whatsoever and oil cakes.
5. To carry on the business of manufacturers, producers, buyers, sellers and processors of and
dealers in milk products and milk preparations, biscuits, breads, chapatis, chatnies, masala mixes,
cakes, pastries, confectionery, sweets, chocolates, toffees, breakfast foods, proteins, foods cereal
products, wheat flakes, provisions, poultry products, sea foods, vegetable fruits and fruit
products.

 Liability Clause-
Name, Address, Description and Number of Equity
Occupation of each Subscriber shares taken by Signature of Suscriber
each Subscriber

CHARANDAS VALLABHDAS MARIWALA


S/o. Late Shri Vallabhdas Mariwala Sudha Sd/-
10 (Ten)
Kunj, Tardeo Road, Bombay – 400 034.

HANSRAJ VALLABHDAS MARIWALA S/o.


Late Shri Vallabhdas Mariwala Sudha Kunj, 10 (Ten) Sd/-
Tardeo Road, Bombay – 400 034.
INDUSTRIALIST

JAYSINH VALLABHDAS MARIWALA S/o.


Late Shri Vallabhdas Mariwala Sudha Kunj, 10 (Ten) Sd/-
Tardeo Road, Bombay – 400 034.
INDUSTRIALIST

KISHORE VALLABHDAS MARIWALA S/o.


Late Shri Vallabhdas Mariwala Sudha Kunj,
10 (Ten) Sd/-
Tardeo Road, Bombay – 400 034.
INDUSTRIALIST

HARSH CHARANDAS MARIWALA S/o.


Shri Charandas Mariwala Sudha Kunj,
10 (Ten) Sd/-
Tardeo Road, Bombay – 400 034.
INDUSTRIALIST

RAJENDRA K. MARIWALA S/o. Shri


Kishore V. Mariwala Sudha Kunj, Tardeo
Road, Bombay – 400 034. BUSINESS 10 (Ten) Sd/-

AJAY JAYSINH MARIWALA S/o. Jaisinh


Mariwala Sudha Kunj, Tardeo Road,
Bombay – 400 034. BUSINESS 10 (Ten) Sd/-

 Capital Clause- The authorized, issued, subscribed and paid up share capital
of Marico as on March 31, 2020 is as under-
Authorized Share Capital

150,00,00,000 Equity Shares of Re. 1/- each 150.00

6,50,00,000 Preference Shares of Rs. 10/- each 65.00

Total 215.00

Issued, Subscribed and Paid-up Share Capital

1,29,10,18,088 Equity Shares of Re. 1/- each 129.10

Total 129.10

 SHARE CAPITAL
4.1 The authorized, issued, subscribed and paid up share capital of MCCL as on
March 31, 2020 is as under:

Authorized Share Capital 80.00

8,00,00,000 Equity Shares of Rs. 10/- each 80.00

Total

Issued, Subscribed and Paid-up Share Capital

2,06,60,830 Equity Shares of Rs. 10/- each 20.66

Total 20.66
ARTICLE OF ASSOCIATION
In corporate governance, a company's articles of association (AOA, called articles of
incorporation in some jurisdictions) is a document which, along with the memorandum
of association (in cases where the memorandum exists) form the
company's constitution, and defines the responsibilities of the directors, the kind of
business to be undertaken, and the means by which the shareholders exert control over
the board of directors.

Articles of association include –


 Share Capital
Authorized Issued
Period Instrument Capital Capital PAIDUP

From To Equity Share (Rs. cr) (Rs. cr) Shares (no.s) Face Capital
Value (Rs. Cr)
2020 2021 Equity Share 150.0 129.1 1291349998 129.1
1.0
2019 2020 Equity Share 150.0 129.1 1291018088 129.1
1.0
2018 2019 Equity Share 150.0 129.0 1290000000 129.0
1.0
2017 2018 Equity Share 150.0 129.1 1290864398 129.1
1.0
2016 2017 Equity Share 150.0 129.0 1290471198 129.0
1.0
 Organization of the Company-

DIRECTORS-
Until otherwise determined by a General Meeting and, subject to Section 252 and 259 of the Act,
the number of Directors shall not be less than three or more than twelve
The First Directors of the Company shall be :
1 MR. CHARANDAS VALLABHDAS MARIWALA
2. MR. HANSRAJ VALLABHDAS MARIWALA
3. MR. JAYASINH VALLABHDAS MARIWALA
4. MR. KISHORE VALLABHDAS MARIWALA
5. MR. HARSH CHARANDAS MARIWALA
Appointment of alternate Director.
Directors may fill up vacancies.
Additional Directors
Power to the financial institutions to nominate Directors on the Board and Debenture Directors.
Debenture Directors
Qualification of Directors Remuneration of Directors.
Directors not a resident of the place of the Registered Office of the Company to be paid
travelling expenses
Special remuneration of Directors performing extra services.

 Shareholder Meetings-
GENERAL MEETINGS 58. (1) In addition to any other meetings, general meetings of the
Company shall be held at such interval as are specified in Section 166 (1) of the Act and subject
to the provisions of Section 166 (2) of the Act at such times and places as may be determined by
the Board.
(2) Such general meeting shall be called Annual General Meeting. Every Annual General
Meeting shall be called at any time during business hours on a day that is not a public holiday
and shall be held either at the Registered Office of the Company or at some other place within
the city, town or village in which the Registered Office of the Company is situated.
59. All other meetings of the Company other than those referred to in the preceding clause shall
be called Extra-Ordinary General Meeting.
60. The Directors may, whenever they deem necessary and shall on the requisition of the holders
of not less than one-tenth of the paid up capital of the Company as on the date of requisition and
having voting in regard to the matter in respect of which the requisition is made, forthwith
proceed to convene an Extraordinary General Meeting of the Company and in the case of such
requisition the provisions of Section 169 of the Act shall apply.
72. Where a poll is to be taken, the Chairman of the meeting shall appoint two scrutineers to
scrutinise the votes given on the poll and to report thereon to him. One of the scrutineers so
appointed shall always be a member (not being an officer) if such a member is available and
willing to be appointed. The Chairman shall have power at any time before the result of the poll
is declared to remove a scrutineer from the office and fill vacancy in the office of scrutineer
arising from such removal or from other cause.
73. Any poll duly demanded on the election of a Chairman of the meeting or on any question of
adjournment shall be taken at the meeting forthwith.
74. The demand for poll, except on the questions of the election of the Chairman and of an
adjournment, shall not prevent the continuance of a meeting for the transaction of any business
other than the question on which the poll has been demanded.

BOARD OF DIRECTORS
HARSH MARIWALA
Harsh C. Mariwala leads Marico Limited (Marico) as its
Chairman. Over the last 3 decades, he has transformed a
traditional commodity driven business into a leading Consumer
Products Company, in the Beauty and Wellness space. Marico
markets leading brands such as Parachute Advansed, Saffola,
Mediker, Revive, Setwet, Livon among others. Today one out
of three Indians is a Marico consumer. Marico has also
established strong consumer franchises in its overseas markets
in Asia and Africa

B.S NAGESH
B. S. Nagesh is the Founder of a Not for Profit organization called
TRRAIN (Trust for Retailers and Retail Associates of India).
TRRAIN has a vision of “Empowering people in Retail” with a
mission of upgrading the lives of people in retail both at work and
home. He has been involved with Shoppers Stop since its inception
in 1991 as the first employee. Today Shoppers Stop is the leading
department store chain in India with 82 stores across the country .

NIKHIL KHATTAU
Nikhil Khattau is an experienced investor, entrepreneur and banker.
At Mayfield, Nikhil has been leading investments since 2007. As
an entrepreneur, he was founding CEO of SUN F&C, one of lndia's
first privately - owned mutual fund houses. His investment banking
experience was with EY’s corporate Finance Group in London and
New York
Nikhil is a Fellow of the Institute of Chartered Accountants in
England and Wales and received his Bachelor's degree from the
University of Mumbai
HEEMA
Hema has deep expertise in Human Resources Development,
Corporate Governance and Change Management. Her specific
areas of interest include Succession Planning and Leadership
MILIND BARVE
Development, Executive Coaching and Diversity and Inclusion.
She hasBarve
Milind workedis extensively
the former with both business
Managing Directorand
of functional
HDFC Asset
leaders, CEOs and Board Members in transforming
Management Company (HDFC AMC), one of India’s leading theirasset
leadership styles
management for maximum
company. He wasimpact and lasting
responsible for change
setting up HDFC
AMC and was appointed as its first Managing Director with effect
from July 4, 2000 and after over a two-decade-long stint, he retired in
February 2021. Almost his entire career, he has been associated with
the Housing Development Finance Corporation (HDFC) group

RAJENDRA MARIWALA
Rajendra Mariwala has done his Masters in Chemical Engineering
from Cornell University, USA. He is currently the Managing Director
of Eternis Fine Chemicals Limited, a leading exporter of specialty
chemicals - specifically chemicals for fragrances and personal care
products. He brings with him a rich experience of over 16 years in
leading a competitive global business in specialty chemicals. He has
been on the Board of Directors of Marico Limited since July 26,
2005.
RISHABH
Rishabh, a second generation family business entrepreneur is a
graduate from Zarb School of Business, Hofstra University,
New York, USA. He is an avid learner and has undergone
different executive courses from various universities. His
engagement at Kaya Skin Care (chain of Dermatology Clinics
across India) from 2008 - 2011 gave him an opportunity to gain
holistic organizational experience. In 2010, he launched a new
business line "Soap Opera" catering to the masstige and luxury
consumer segment. His passion for innovative product
formulations and the deep consumer insight was instrumental in
introducing the luxury range of skincare products called
"PureSense" in 2016

SAUGATA GUPTA
Saugata Gupta serves as the Managing Director and Chief
Executive Officer of Marico Limited. He joined Marico in 2004
as the Head of Marketing and was elevated to CEO of India
Business in 2007 and in 2014 he took over as Managing Director
of the company
ANANTH NARAYANAN
Ananth Narayanan is the Co-Founder and Chief Executive
Officer of Medlife, the largest e-health company in India, with
business verticals including pharmacy, diagnostics and e-
consultation. A leader with a strong vision, he oversees
growth, leads Mergers and Acquisitions and formulates
strategy around new areas of growth, while also strengthening
the team. He believes in the power of technology in making
healthcare simple, personal and accessible to al

RAJEEV VASUDEVA
Rajeev Vasudeva has over two decades of global experience as a
counsellor and trusted advisor to boards and CEO’s of global
organizations on leadership and governance issues. He had a
career spanning 25 years with Egon Zehnder International in
India and the UK, which culminated in his appointment as the
global CEO of the firm in 2014.
6 Provisions of the Companies Act Regarding to the Conduct
of Board’s Meetings
Most of the powers of the directors are exercised in the meetings of the board of directors. The
meetings are where the Board discusses the affairs of the company and also exercises its
authority.

Conduct of meetings in a proper manner is important for the proper functioning of the company.
Following are the provisions of the Companies Act regarding conduct of board’s meetings:

(1) Frequency of Board Meeting:


In the case of every company, a meeting of its Board of directors must be held at least once in
every 3 months and at least 4 such meetings shall be held every year (Sec. 285).

(2) Notice of Board Meeting:


Notice of every meeting of the Board of directors of a company shall be given in writing to every
director for the time being in India, at his usual address in India. Notice must be given even to a
director who has waived his right to notice or who has stated that he was unable to attend. Notice
should also be given to an interested director.

(3) Place of Board Meeting:


Subject to the provisions of the Articles, the meetings of the Board can be held at any place other
than the registered office of the company. Meetings may be held even on public holidays.

(4) Quorum for Board’s Meetings:


Quorum means the minimum number of directors who are authorised to act and transact business
as a Board. The quorum for a board meeting is one-third of the total number of directors in office
or two directors, whichever is more.

Directors, who are interested in the contract, are not counted in determining the presence of the
quorum except in the case of a private company. If all the directors are interested except one,
there can be no quorum and therefore no meeting.
Where two or more directors are interested in a contract, any arrangement by which the
resolution is spilt to enable a director to abstain from voting on the part in which he is interested
would not be permissible.

The situation can be overcome either by appointing additional directors so as to constitute


quorum or by placing the matter before the general meeting of the shareholders for decision.

In those cases, where the number of interested directors is two-third or more of the total strength
of the Board, the remaining number of uninterested directors or two directors whichever is more,
shall form the quorum for transacting such a business. Directors are not allowed to send their
proxies to attend and vote for them in the meetings.

Meeting of the Board of directors in the absence of quorum, unless otherwise provided in the
Articles, shall be adjourned until the same day in the next week, at the same time and place. In
case that day is a public holiday it shall be held on the next succeeding day which is not a public
holiday.

(5) Chairman of the Board:


The Board may elect a chairman of its meetings and determine the period for which he is to hold
office. If no such chairman is elected or if at any meeting the chairman is not present within 15
minutes after the time appointed for holding the meeting, the directors present may choose one of
them to be chairman of the meeting.

(6) Minutes of the Board Meeting:


It is not necessary that the minutes of any meeting of the Board be confirmed in the next
meeting. Such minutes may be signed by the chairman of the meeting at any time before the next
meeting is held. The question of postponing action on the resolution already passed by the board
for want of such confirmation would not arise.

Once the minutes have been confirmed or approved by the chairman of the meeting concerned, it
will not be possible to have any alteration in the minutes except by a fresh resolution of the
meeting of the board. Since minutes have to be recorded and not signed within 30 days, they may
be confirmed by the chairman of the subsequent meeting.
AGM / EGM

Book Closure
Announcement Purpos From
Date e Date TO Remarks

05/08/2021 AGM 30/08/2021

06/08/2020 AGM 28/08/2020

08/07/2019 AGM 01/08/2019

09/07/2018 AGM 02/08/2018

06/07/2017 AGM 01/08/2017 28/07/2017 01/08/2017

12/07/2016 AGM 05/08/2016 30/07/2016 05/08/2016

10/11/2015 POM 14/12/2015

14/07/2015 AGM 05/08/2015 31/07/2015 05/08/2015

30/06/2014 AGM 30/07/2014 24/07/2014 28/07/2014

28/02/2014 EGM 25/03/2014

17/07/2013 AGM 12/08/2013 08/08/2013 12/08/2013

04/07/2013 EGM 30/07/2013

28/06/2013 COM 30/07/2013

09/07/2012 AGM 03/08/2012 01/08/2012 03/08/2012

For alteration of the


Authorised Share Capital by
cancelling 5,00,00,000
unissued Preference Shares of
Rs. 10 each aggregating to Rs.
50,00,00,000 & Allot
29,411,764 Equity Shares of
Re. 1 each at an issue price of
09/04/2012 EGM 02/05/2012 Rs. 170 per Equity Share.
01/07/2011 AGM 27/07/2011 25/07/2011 27/07/2011

14/07/2010 AGM 28/07/2010 26/07/2010 28/07/2010

08/07/2009 AGM 23/07/2009 17/07/2009 23/07/2009

09/06/2008 AGM 24/07/2008 24/06/2008 27/06/2008

11/06/2007 AGM 25/07/2007 26/06/2007 29/06/2007

To approve stock split & To


utilize the aggregate of the
following namely, an amount
not exceeding Rs 148.48
18/01/2007 EGM 08/02/2007 Crore.

To offer, issue and allot, on


such occasion or occasions, in
one or more tranches, as may
be determined by, the Board,
to Qualified Institutional
03/11/2006 EGM 24/11/2006 Buyers.

12/06/2006 AGM 25/07/2006 28/06/2006 30/06/2006

20/06/2005 AGM 26/07/2005 05/07/2005 07/07/2005

29/06/2004 AGM 16/07/2004 13/07/2004 16/07/2004 Bookclsoure

To approve alteration of
Authorised Share Capital of
the company and to issue of
15/03/2004 EGM 21/04/2004 Bonus Shares.

To Approve the arrangement


embodied in the Scheme of
13/12/2003 EGM 02/01/2004 Amalgamation

10/06/2003 AGM 17/07/2003 11/07/2003 17/07/2003 Bookclsoure

13/06/2002 AGM 18/07/2002 12/07/2002 18/07/2002 Bookclsoure

01/06/2000 AGM 25/07/2000 18/07/2000 25/07/2000

13/05/1998 AGM 23/06/1998 30/06/1998

13/06/1997 AGM 30/07/1997 06/08/1997


PROSPECTUS
Mrs. BECTORS

Introduction
What is a prospactus?
A prospactus is a formal docunment that is filled with securities and exchange commission
(SEC) that provide details aboutan investment offering to the public. A prospectus is filed for
offerings of stocks, bonds, and mutual funds.
The prospectus can help investors make more informed investment decisions because it contains
a host of relevant information about the investment or security.
Types of prospactus
 Deemed Prospectus-  When a company allows or agrees to allot any securities of the
company, the document is considered as a deemed prospectus via which the offer is made
to investors. Any document which offers the sale of securities to the public is deemed to
be a prospectus by implication of law.
 Red Herring Prospectus – Red herring prospectus does not contain all information about
the prices of securities offered and the number of securities to be issued. According to the
act, the firm should issue this prospectus to the registrar at least three before the opening
of the offer and subscription list.
 Shelf prospectus- Shelf prospectus is issued when a company or any public financial
institution offers one or more securities to the public. A company shall provide a validity
period of the prospectus, which should not be more than one year. The validity period
starts with the commencement of the first offer. There is no need for a prospectus on
further offers. The organization must provide an information memorandum when filing
the shelf prospectus.
 Abridged Prospectus – Abridged prospectus is a memorandum, containing all salient
features of the prospectus as specified by SEBI. This type of prospectus includes all the
information in brief, which gives a summary to the investor to make further decisions. A
company cannot issue an application form for the purchase of securities unless an
abridged prospectus accompanies such a form.

Ananlysis of Mrs Bectors Prospectus


Type of Prospectus- Red Herring Prospectus
Current market Status
National stock Exchange- 403.15 decline -0.35 (-0.09%)
Bombay stock Exchange- 403.5 decline -0.50(-0.12%)

MRS. BECTORS FOOD SPECIALITIES LIMITED


Our Company was incorporated as Quaker Cremica Foods Private Limited on September 15,
1995, as a private limited company under the Companies Act, 1956, pursuant to a certificate of
incorporation dated September 15,
1995 issued by the Registrar of Companies, N.C.T of Delhi and Haryana. The name of our
Company was changed to Mrs. Bectors Food Specialities Private Limited as approved by our
shareholders by way of a resolution dated
December 10, 1999 and a fresh certificate of incorporation dated December 15, 1999 was issued
by the Registrar of Companies, N.C.T of Delhi and Haryana. The name of our Company was
changed to Mrs. Bectors Food
Specialities Limited pursuant to a resolution of the shareholders dated December 7, 2001 and a
fresh certificate of incorporation dated December 10, 2001 was issued by the Registrar of
Companies, N.C.T of Delhi and Haryana,
For details, see “History and Certain Corporate Matters - Amendments to our Memorandum of
Association” on page 183.
Corporate Identity Number: U74899PB1995PLC033417
Registered Office: Theing Road, Phillaur, Jalandhar 144 410, Punjab, India Tel: (+91) 182-
6225418
Corporate Office: 11-A Udyog Vihar, Greater Noida, Gautam Budh Nagar, Uttar Pradesh 201
308, India Tel: (+91) 120-4569300
Contact Person: Mr. Atul Sud, Company Secretary and Compliance Officer
E-mail: compliance@cremica.in; Website: www.cremica.in
OUR PROMOTER: MR. ANOOP BECTOR
INITIAL PUBLIC OFFERING OF UP TO
In case of a revision in the Price Band, the Bid / Offer Period will be extended by at least three
additional Working Days after such revision of the Price Band, subject to the Bid / Offer Period
not exceeding a total of 10 Working
Days. In cases of force majeure, banking strike or similar circumstances, our Company and the
Selling Shareholders, in consultation with the BRLMs, may for reasons to be recorded in writing,
extend the Bid / Offer Period for
a minimum of three Working Days, subject to the Bid / Offer Period not exceeding 10 Working
Days. Any revision in the Price Band and the revised Bid / Offer Period, if applicable, will be
widely disseminated by notification
to the Stock Exchanges, by issuing a public notice, and also by indicating the change on the
websites of the BRLMs, and at the terminals of the Syndicate Members and by intimation to
Designated Intermediaries and the Sponsor
Bank.
The Offer is being made in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules,
1957, as amended (the “SCRR”), read with Regulation 31 of the Securities and Exchange Board
of India (Issue of Capital and
Disclosure Requirements) Regulations, 2018, as amended (“SEBI ICDR Regulations”). The
Offer is being made through the Book Building Process, in compliance with Regulation 6(1) of
SEBI ICDR Regulations, wherein not
more than 50% of the Offer shall be available for allocation on a proportionate basis to Qualified
Institutional Buyers (“QIBs”) (the “QIB Category”), provided that our Company and the Selling
Shareholders may, in consultation
with the BRLMs, allocate up to 60% of the QIB Category to Anchor Investors on a discretionary
basis (the “Anchor Investor Portion”), of which one-third shall be reserved for the domestic
Mutual Funds, subject to valid Bids
being received from the domestic Mutual Funds at or above the price at which allocation is made
to Anchor Investors (“Anchor Investor Allocation Price”). Further, 5% of the QIB Category
(excluding the Anchor Investor
Portion) shall be available for allocation on a proportionate basis only to Mutual Funds, subject
to valid Bids being received at or above the Offer Price, and the remainder of the QIB Category
shall be available for allocation on
a proportionate basis to all QIBs (other than Anchor Investors), including Mutual Funds, subject
to valid Bids being received at or above the Offer Price. If at least 50% of the Offer cannot be
Allotted to QIBs, then the entire
application money will be refunded forthwith. Further, not less than 15% of the Offer shall be
available for allocation on a proportionate basis to Non-Institutional Investors (“Non-
Institutional Category”) and not less than
35% of the Offer shall be available for allocation to Retail Individual Investors (“Retail
Category”), in accordance with the SEBI ICDR Regulations, subject to valid Bids being received
from them at or above the Offer Price.
Further, Equity Shares will be allocated on a proportionate basis to Eligible Employees applying
under the Employee Reservation Portion, subject to valid Bids received from them at or above
the Offer Price. All Bidders (except
Anchor Investors) shall mandatorily participate in this Offer only through the Application
Supported by Blocked Amount (“ASBA”) process, and shall provide details of their respective
bank account (including UPI ID for Retail
Individual Investors using UPI Mechanism) in which the Bid Amount will be blocked by the Self
Certified Syndicate Banks (“SCSBs”) or the Sponsor Bank. Anchor Investors are not permitted.
CONCLUSION AND LEARNINGS

Memorandum of Association (MOA) and Articles of Association (AOA) are very


important documents. They help the owners to run the company with ease and
helps in streamlining the business.
Properly defined functions and rules increase efficiency and transparency. Hence,
they are indispensable for any private or public limited company.
By above analysis of MOA and AOA we can understand that these documents give
clear information about Infosys, about its capital, functions, rules and regulations,
different procedure to perform business, etc. without these documents it will
become very difficult and chances of scrutiny would occur.

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