54 Ipo Checklist

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Time Schedule of Initial Public Offering based on the basis of discussion with Lead Managers S NO 1 Receipt of GOI Approval

2 Board Approval for IPO 3 Presentation by LMs 4 Appointment Of LMs 5 Final and signed auditors report received for draft RHP without / with consolidation 6 Filing of draft RHP with SEBI Alongwith Due diligence, without consolidated A\cs 7 8 9 10 Receive comments from SEBI on Draft Red Herring Prospectus File Red Herring Prospectus with the RoC Clearance of ROC Commence road shows
*Subject to the approval of SEBI for Filing of RHP without consolidated accounts . **Subject to the market condition and advice of the Lead Managers

ACTIVITY

COMPRESSED DATE 11.02.2004 31.03.2004 14.04.04- 16.04.04 20.04.2004 15.06.2004 18.06.2004 * 09.07.2004 19.07.2004 21.07.2004 24.07.2004 09.08.2004**

11 Book Opening

ACTIVITY

TIME SCHEDULE FOR INITIAL PUBLIC OFFERING RESPONSIBILIT COMPRESSED DATE* ALTERNATE Y COMPRESSED DATE**

Stage 1: PRE SEBI FILING 1 Receipt of GOI Approval 2 Board Approval for IPO 3 Presentation by LMs 4 Appointment Of LMs 5 Appointment Of LAs 6 IPO Kick-Off Mtg. 7 Due Diligence Check list Received from LA 8 Presentation of Business plan by Co. Mgt. To LM 9 Commencement of Due Diligence in Data Room 10 Check list/Questionnaire for Research analyst 11 Advertising Guidelines 12 Research Guidelines 13 First Draft of RHP(Cravath) 14 Completion of Due diligence in Data Room 15 Due Diligence Report Co./BRLMs Co./BRLMs LA/LM Co./BRLMs Co./LA LM LA LA LA/LM Co./LA LA 11.02.04 31.03.04 14.04.04- 16.04.04 14.05.04 14.05.04 14.05.04 14.05.04 17.05.04 18.05.04 19.05.04 19.05.4-20.05.04 20.05.04 25.05.04-27.05.04 28.05.04 30.05.04 11.02.04 31.03.04 14.04.04- 16.04.04 14.05.04 14.05.04 14.05.04 14.05.04 17.05.04 18.05.04 19.05.04 19.05.4-20.05.04 20.05.04 25.05.04-27.05.04 28.05.04 30.05.04

16 First Draft of RHP(Amarchand) 17 Comment on First Draft of RHPof Cravath by Company 18 Auditors give Final 2004 Audited Accounts with restatement for MD & A 19 Second Draft RHP 20 Auditors give 5 years Restated Accounts 21 Final RHP 22 Adoption of RHP by Board 23 Comfort Letter by Auditors for RHP including stub period 24 Filing RHP with SEBI alongwith Due-deligence Certificate 25 Comments by SEBI on RHP 26 Final Clearance from SEBI 27 File Red Herring Prospectus with the RoC 28 Commence road shows 29 Clearance of ROC 30 Bid Opening * Subject to SEBI Approval of filing of RHP without Consolidated Accounts * *Subject to SEBI not approving filing of RHP without Consolidated Accounts

LA/LM Co./LM Co. LA

02.06.04 02.06.04 05.06.04 09.06.04 15.06.04 17.06.04 17.06.04 17.06.04-18.06.04 18.06.04 09.07.04 14.07.04

02.06.04 02.06.04 05.06.04 09.06.04 15.06.04 29.06.04 29.06.04 29.06.04 30.06.04 21.07.04 26.07.04 28.07.04/30.07.04 30.07.04 02.08.04 14.08.04

Co. Co., LMs

16.07.04/19.07.04 19.07.04 21.07.04 02.08.04

LMs

Activity chart - IPO

ACTIVITY

Cumulative Days

Responsibility

Stage 1: PRE SEBI FILING (70 days)


Receipt of GOI Approval (If applicable) Board Approval for IPO Presentation by LMs Appointment Of LMs IPO Kick -off Meeting Decision on capital structure Company provides first set of information & documentation for Due diligence Commence process of due diligence and preparation of Draft Red Herring Prospectus Invite quotations from Registrars and PR/Advertising Agencies Research Analysts provide preliminary list of information and meeting requirements Send MoA and AoA to stock exchanges for prior approval Preliminary meeting with Auditors to discuss the certificates required from them Company makes application to FIPB for sale of shares to NRIs/OCBs/FIIs Appoint Legal Advisory Team - DLC, ILC, BRLC DLC to commence vetting Articles of the Company Receive MoA and AoA comments from stock exchanges Company shares business plan and financials- with LMs AGM to alter Articles of Association and split and / or bonus Advertising agency presentations Appoint Registrar to the Issue Appoint advertising agency Research Analysts provide incremental information and data requirements Receive FIPB approval Application to RBI for offer for sale to NRIs/OCBs/FIIs First draft of draft RHP circulated for review by Company, LMs, DLC, BRLC with provisional figures Filing of RHP with provisional figures with SEBI Draft auditors report for draft RHP received for review Company accumulates information and documentation for due diligence Review of due diligence information and documents by LMs Research Analysts furnished with all their information and data requirements Sign Tripartite Agreement with NSDL and CDSL and Registrars Incremental list of due diligence information and document requirements provided to the Company PR and Ad agency provides draft communication strategy and advertisement plan Finalise communication strategy and advertisement plan All consents from LMs, Syndicate Members, Legal Advisors, Auditors, etc. received for the RHP Final and signed auditors report received for draft RHP All information and due diligence information and document requirements furnished by the company Business and non business due diligence complete 0 0 2 Company, LMs Company, LMs

2 2 2 7 7 7 8 12 12 29 14 16 16 19 37 40 47

LMs Company, LMs Company, LMs Company, LMs Company Company Company, DLC LMs Company, LMs Company Company, LMs Company, LMs Company, LMs Company, LMs Company Company Company, LMs

22 23 28 26 26 30 26 33 37 32 37 40

Company, Auditors Company Company, LMs Company Registrar, Company

Company, LMs Company, LMs Company, LMs Company, Auditors Company Company, LMs

Activity chart - IPO

ACTIVITY Research Analysts finalize draft reports and invite comments Final comments provided to Research Analysts Finalise Printers Receive comments on first draft of RHP from Company, DLC, BRLC and LMs

Cumulative Days 47 54 42 54

Responsibility LMs Company Company, LMs Company, Legal Advisor

Finalise the corporate advertising campaign Second draft of draft RHP circulated to Company, DLC, BRLC and LMs Receive RBI approval DLC, ILC and BRLC clearance certificate and 10 b 5 opinion received for draft RHP for filing with SEBI Receive comfort letter from Auditors for financial disclosures Company signs off draft RHP for filing with SEBI Research report published and circulated File Draft Red Herring Prospectus with SEBI along with Due Diligence Certificate, MOU, interse, floppy & cheque

41 61 55 65 65 68 64 70

Company, LMs, Ad Agency Company, Legal Advisor Company, LMs DLC, BRLC Company, Auditors Company LMs LMs

STAGE II: DURING SEBI FILING (43 DAYS)


Send Draft Red Herring Prospectus to the Stock Exchanges where the company proposes to list the securities - for the comments & approval. File MoA and AoA if not filed earlier. File initial listing application with the stock exchanges Commence discussions on the various legal agreements Finalize preliminary pre-marketing, marketing, promotion and distribution plan Commence corporate advertising Invite proposals for Bankers to the Issue Finalize bankers for the Issue Finalise bidding centres for collection with the Syndicate, Bankers and Registrars to the Issue Receive approval on the Draft Red Herring Prospectus from the stock exchanges Submit the approvals received from the stock exchanges to SEBI Finalise Underwriting, Syndicate and Escrow Agreements and International Wraps along with the DLC, ILC and BRLC End corporate advertising Receive SEBI comments Send incremental information and documentation requirement to Company for compliance with SEBI comments Receive updated auditors reports with latest financials Receive incremental compliance information and documents from Company for SEBI comments Bring down due diligence 71 LMs

71 77 71 72 78 83 86 86 86

Company Company, LMs Ad Agency, Company, LMs Company, LMs Company Company, LMs, Bankers, Registrar LMs LMs Company, LMs, Bankers, Registrar, DLC, ILC, BRLC Ad Agency, Company, LMs LMs LMs Company, Auditors Company Company, LMs, DLC, ILC, BRLC

90 91 93 97 97 97

Activity chart - IPO

ACTIVITY Update Draft Red Herring Prospectus after incorporating SEBI and stock exchange comments and file reply with SEBI alongwith Audited Results Meet SEBI for concurrance on the updated Draft Red Herring Prospectus Receive final clearance from SEBI on the updated Draft Red Herring Prospectus Registrar-Banker meeting for modalities of collection Finalize stationary distribution schedule Printer to submit first proof of Red Herring Prospectus and bid form Make necessary corrections and generate final proof of Red Herring Prospectus and bid form Board/ Committee authorised by Board to approve sign and authorise filing of Red Herring Prospectus with ROC Bring down due diligence Receive comfort letter from auditors for financial disclosures File Red Herring Prospectus with the RoC Submit due diligence certificate to SEBI at the time of RoC filing Submit printed RHP and bid forms to SEBI Receive RoC acknowlegement card Give strike order for printing of RHP and Bid Forms Draft CANs and Refund Orders / Warrants

Cumulative Days 99

Responsibility Company, LMs

103 105 106 106 107 110 107 110 105 111 111 114 112 113 113

LMs LMs Company, LMs, Registrars, Bankers LMs Printer Company, Printer, LMs Company Company, LMs, DLC, ILC, BRLC Company, Auditors Company LMs LMs, Printer Company Company, LMs

STAGE III - PRE-MARKETING (24 DAYS)


LMs to advice Company on timing for the pre-marketing, road shows/ bidding Research team meets select investors for premarketing Commence pre-marketing (domestic, followed by international) Pre-marketing complete LMs analyse feedback, assess demand, identify issues that need focus during management roadshows and form view on price band Indicative Floor Price discussed and finalised with Company prior to proceeding further with the issue 86 96 97 107 107 110 LMs LMs LMs LMs LMs Company, LMs

STAGE IV - ROAD SHOWS, BIDDING, PRICING (13 Days)


Printing and distribution of RHP and Bid Forms commences Give strike order to print CANs, Refund Orders / Warrants Bring down due diligence - Company and Auditors to update on any material developments since RHP Commence road shows Commence press / broker road shows RHP announcement advertisement Sign Escrow Agreements Sign and File Syndicate Agreement with SEBI Deposit 1% of the issue size with the regional stock exchange 116 117 122 117 117 122 121 121 121 Printers Company, LMs Company, DLC, BRLC, LMs Company, LMs Company, LMs Company, LMs, Ad Agency Bankers, LMs, Company Company, LMs Company

Activity chart - IPO

ACTIVITY Bid Opening Submit due diligence certificate to SEBI Road shows end Submit due diligence certificate to SEBI Bid Closing Issue Pricing Finalized

Cumulative Days 124 124 126 128 128 129 15 130 131 130 131 131 132 133 134 133 135 137 135 137 137 139 139 140 141 141 145 207

Responsibility LMs LMs Company, LMs LMs LMs GoI, Company, LMs

STAGE V - POST ISSUE (15 Days)


Receive provisional certificate from the banks Submit 3 day report to SEBI Finalize discretionary allocation Bring down due diligence - Company and Auditors to update on any material developments since RHP Sign underwriting agreement and despatch CAN to QIBs File prospectus with SEBI updated with price, issue details and material developments File prospectus with ROC Obtain ROC acknowledgement for the prospectus Final Collection Certificates Received from Bankers Basis of allotment for non QIB investors approved by the Regional Stock Exchange Basis of allocation advertisement Prospectus announcement advertisement with the price CAN and refund orders to non QIB investors Pay in date Designated Date - Transfer of Funds from Escrow to PI Account Board meeting for allocation/ allotment of shares to investors of Book Built Portion File final listing application to Stock Exchanges Delivery of shares in the demat account Obtain listing permission from the stock exchanges Obtain trading permission from the stock exchanges File 78 day report with SEBI

Registrars, Bankers Company, LMs, Registrar Company, LMs LMs, DLC, BRLC and Company Company, LMs LMs Company, LMs Company, LMs Bankers Registrar, Company Registrar, Ad Agency, Company, LMs Ad Agency, Company, LMs Registrar LMs Registrar, Banker, LMs, Company Company Company Registrar, Company Company, LMs Company, LMs LMs

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