MI Cement, an aspirant company to be listed with the two bourses of the country has agreed to compensate their primary shareholders if the prices fall below offer prices within six months of start of the trading.
Earlier, another listed aspirant company Mobil Jamuna Lubricants (MJL) agreed to compensate share if the price falls below the offer price after trading starts in the market under book building system.
Sources in the Securities and Exchange Commission has confirmed that the authorities of MI Cement gave an undertaking to the capital market regulator in this connection on Tuesday
Earlier, SEC sent a letter to MI Cement and MJL, asking them to buy back their IPOshares only once those fall below the offer prices.
Shah Alam, Company Secretary of MI Cement told FE that if the price falls below the cut off price after the start of trading, we will give compensation to the investor from the premium account.
MI Cement already raised money from the investor by floating 30 million share with face value of Tk 10 per share. Under the book building system, MI cement authority has taken Tk 101.60 premium per share with each share issued at Tk 111.60 to the investors.
As per the submitted financial data of MI cement to the DSE, Earning Per Share(EPS) of MI Cement was Tk 93.87 and Net Asset Value (NAV) 37.01 per share as on June 2009.
Capital market insiders feared that as MI cement authorities have taken high premium against the share, its price might came down below the issue price when it hits market. That will ultimately bring huge financial lose for MI cement primary shareholders.
Chief Financial Officer of MI Cement Md Mukter Hossian Talukder told FE that according to the SEC directives the Board of Directors of MI cement have agreed to compensate the primary shareholders.
Giving explanation of the procedure of the compensation package, Md Mukhtar Hossain Talukder said, if any shareholder of MI cement sell his primary share with Tk 90 per share within six months of resumption of the trade, he will entitled to get back Tk 21.60 per share from the MI cement authority.
“In that case, the investor has to be certified by the DSE authority before coming to MI cement authority. After getting proper document MI cement will compensate the investors from the premium account” he added.
Sources in the DSE said, the DSE authority will decide the fate of MJL and MI cement listing application in a board meeting scheduled to be held on today (Thursday).
According to the SEC Rules, companies’ initial public offering (IPO) will be scrapped once they fail to be listed within 75 days of subscription. Closing date for MJL IPO subscription was January 3, while MI Cement was January 13.
Meanwhile, MJL faces listing complexity as the prime bourse is yet to allow its listing as the Companies Act, 1994 remains vague about the compensation that will be paid from premium fund.
The complexity comes after the SEC Tuesday paved the way of MJL’s listing after the company gave its assurance in written that it would pay compensation to shareholders if the market price goes below the offer price within six months after the date of listing.
On the same day the SEC told Dhaka Stock Exchange (DSE) to take necessary measures for the listing of MJL.
The company accorded with the regulator’s condition to pay compensation to its shareholders from the premium fund.
The DSE’s legal expert argued that the Companies Act 1994 said nothing clearly about the listing of MJL under the condition of paying compensation from premium fund.
The section 57 (2) of the Companies Act 1994 says: the share premium account may be applied by the company in paying up un-issued shares of the company to be issued to member of the company as fully paid bonus shares, in writing of the preliminary expenses of the company, in writing off the expenses of, or the commission paid or discount allowed, on any issue of shares or debentures of the company, or in providing for the premium payable on the redemption of any redeemable preference shares or of any debentures of the company.
The listing committee of DSE Wednesday ended its meeting without any decision regarding the listing of the company following the argument of their legal expert.
Source: The financial express, 24 March, 2011